Edward Daly
About Edward M. Daly
Edward M. Daly, 59, has served on SkyWater Technology’s Board since October 2023 and is classified as an independent director under Nasdaq rules. A retired U.S. Army Lieutenant General, he was the Army Materiel Commanding General (CEO) from July 2020 to May 2023, overseeing logistics worldwide; he is a West Point graduate with master’s degrees from Gonzaga University (MBA) and the U.S. Army War College. As of the March 24, 2025 record date, he beneficially owned 23,451 shares (<1%), including 12,285 RSUs vesting within 60 days; the company prohibits pledging and hedging of shares by directors and officers .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. Army Materiel Command | Commanding General (CEO) | Jul 2020 – May 2023 | Led global logistics, materiel fielding for Ukraine, modernized organic industrial base and installations |
| U.S. Army Materiel Command | Deputy Commanding General | 2017 – Jul 2020 | Senior Commander of Redstone Arsenal; strategic logistics leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Virtus 9 Corporation | Chairman | Since Sep 2024 | Integrated logistics solutions provider |
| Daly Consulting & Logistics | Founder | Since May 2023 | Advises on supply chain, manufacturing, FMS, strategy |
| Halls of Fame & Awards | Member/Recipient | Various | Two Bronze Stars; Combat Action Badge; Parachutist Badge; 2022 Honorary ROCK of the Year; member of Saint Peter's Prep, U.S. Army Ordnance, and AMC Halls of Fame |
Board Governance
- Committees and roles: Chair, Risk Management Committee; Member, Compensation Committee .
- Independence: The Board determined Daly is independent under Nasdaq rules .
- Attendance and engagement: Board held 8 meetings in 2024; non‑employee directors met in executive session 6 times; each director attended ≥75% of Board and committee meetings in 2024; all directors attended the 2024 annual meeting .
- Risk oversight: Risk Management Committee established in Aug 2024 (2 meetings held in 2024); oversees strategic, operational, compliance, cybersecurity, AI, privacy, and market/technology risks; committee prepares risk-related disclosures .
- Compensation governance: Compensation Committee held 5 meetings in 2024 and engaged Willis Towers Watson; the Board disclosed no consultant conflicts .
Fixed Compensation
| Component | FY 2024 Amount ($) |
|---|---|
| Fees Earned or Paid in Cash (Daly) | 86,611 |
| Stock Awards (RSUs grant-date fair value) (Daly) | 100,000 |
| Total | 186,611 |
| Non‑Employee Director Program Elements | Annual Value ($) |
|---|---|
| Board Fee | 75,000 |
| Board Chair Fee | 100,000 |
| Audit Committee Chair Fee | 20,000 |
| Compensation Committee Chair Fee | 15,000 |
| Nominating & Corporate Governance Chair Fee | 10,000 |
| Risk Management Committee Chair Fee | 10,000 |
| Audit Committee Member Fee | 10,000 |
| Compensation Committee Member Fee | 8,000 |
| Nominating & Corporate Governance Member Fee | 5,000 |
| Risk Management Committee Member Fee | 5,000 |
Notes:
- RSUs for non‑employee directors are granted at re/election with grant‑date value of $100,000; they vest the day prior to the next annual meeting, contingent on continued service or earlier death/disability .
- The Risk Management Committee was formed in Aug 2024, which may affect committee fee accrual timing in FY 2024 .
Performance Compensation
| Feature | Terms |
|---|---|
| Performance metrics tied to director pay | None disclosed; director RSUs vest based on service until the next annual meeting (time‑based vesting) |
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company directorships | None disclosed for Daly in the proxy biography |
| Private/other boards | Chairman, Virtus 9 Corporation; Founder, Daly Consulting & Logistics |
| Compensation consultant to Board | Willis Towers Watson engaged by Compensation Committee; company reported no conflicts |
| Related‑party exposure (board‑level) | Significant related‑party arrangements with Oxbow/CMI Oxbow (sale‑leaseback; consulting; support agreement); oversight via Audit Committee and a related‑person subcommittee; Daly not identified in related‑party transactions |
Expertise & Qualifications
- Strategic leadership in manufacturing, distribution, and supply chain for complex organizations; global logistics experience across >150 countries .
- Education: United States Military Academy (BS); Gonzaga University (MBA); U.S. Army War College (Master’s in Strategic Studies) .
- Recognitions: Multiple military awards; industry and institutional Hall of Fame memberships .
Equity Ownership
| Item | Value |
|---|---|
| Total beneficial ownership (as of Mar 24, 2025) | 23,451 shares; <1% of outstanding |
| RSUs vesting within 60 days | 12,285 units included in beneficial ownership |
| Stock ownership guidelines (directors) | 5x Board annual retainer; compliance expected within 5 years; all executive officers and non‑employee directors either met or have time to meet |
| Hedging/Pledging | Prohibited for directors, officers, and employees |
Insider Filings & Trades (proxy‑disclosed)
| Item | FY 2024 Status | Notes |
|---|---|---|
| Section 16(a) compliance | No delinquent filings reported for Daly | Company disclosed one Form 5 for Unterseher/CMI Oxbow/Oxbow Industries; Daly not cited |
| Form 4 transactions | Not disclosed in proxy | Proxy provides beneficial ownership snapshot; individual trade details not included |
Governance Assessment
- Strengths: Independent director; chairs the Risk Management Committee (cybersecurity/AI/privacy oversight in remit); member of Compensation Committee; attendance threshold met (≥75% for Board/committees in FY 2024); mix of cash and equity with time‑based RSUs aligns tenure with shareholder interests; hedging/pledging prohibited, and stock ownership guidelines reinforce alignment .
- Pay structure: FY 2024 director compensation for Daly was $86,611 cash and $100,000 equity, with RSUs vesting at the next annual meeting; no performance‑based metrics tied to director compensation disclosed .
- Potential red flags (board‑level context, not Daly‑specific): Oxbow/CMI Oxbow is a major holder with material related‑party arrangements (sale‑leaseback with $6.2M paid in FY 2024 and $89.9M future contractual payments; consulting agreement payments; support agreement), requiring ongoing independent oversight; the Audit Committee and a related‑person transaction subcommittee review and approve such arrangements . The company changed auditors in 2024 and disclosed that certain control activities (including revenue process) material weaknesses were not fully remediated as of FY 2023; continued governance oversight is pertinent .
- Investor confidence signals: Establishment of the Risk Management Committee in Aug 2024 and Daly’s chair role strengthen oversight posture on emerging risks (e.g., cybersecurity/AI); Compensation Committee use of an external consultant with disclosed no conflicts supports pay governance practices .