Rainer Feurer
About Rainer Feurer
Rainer Feurer is a Class III director (non-independent) of Solid Power (SLDP), age 58, serving since 2021. He is SVP Corporate Investments at BMW Group (2020–present) and Vice Chairman of Spotlight Automotive Limited, with prior BMW roles in Mobility & Energy Services (2019–2020) and Customer-Centric Sales Development/CX (2016–2019). He holds a BA (Hons) in International Management (Middlesex University), a diploma in business administration (Reutlingen University), an MBA (Monterey Institute of International Studies, 1993), and a PhD in Strategic Management (Cranfield University, 1996) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BMW Group | SVP Corporate Investments | 2020–present | Oversees corporate investments; international operations and strategic planning exposure |
| BMW Group | SVP Mobility & Energy Services | 2019–2020 | Product/service strategy in mobility/energy |
| BMW Group | SVP Customer-Centric Sales Development, CX | 2016–2019 | Led sales development and customer experience initiatives |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Spotlight Automotive Limited | Vice Chairman of the Board | 2020–present | Joint venture governance role (private company; not a public directorship) |
Board Governance
| Attribute | Detail |
|---|---|
| Board class and term | Class III; term expires at the 2027 annual meeting |
| Committee memberships | None |
| Chair roles | None |
| Independence | Not independent; Board determined only Dr. Feurer and CEO Van Scoter are not independent under Nasdaq/SEC rules |
| Board meeting attendance (2024) | Board met 4 times; each director attended at least 75% of Board and committee meetings |
| Annual meeting attendance | All directors attended the 2024 annual meeting (virtual); expected to attend 2025 |
| Years of service | 4 years on SLDP’s board (matrix tenure) |
Fixed Compensation
| Year | Fees Earned ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| 2024 | — | — | — |
- Outside Director Compensation Policy (context): annual cash retainer $50,000; committee chair/member fees ($20,000/$10,000 audit; $15,000/$7,500 governance; $15,000/$7,500 HRC); annual RSU grant $145,000 Grant Value; initial RSU $250,000 for new outside directors; maximum annual compensation cap $500,000 ($750,000 initial year) .
- Note: Dr. Feurer elected to waive his director compensation in 2024 (no cash fees or RSUs) .
Performance Compensation
| Component | Structure | Performance Metrics |
|---|---|---|
| Director equity (policy) | Annual RSU Grant Value $145,000; vests by the first anniversary or the day before next annual meeting; Initial RSU $250,000 for new outside directors vests in 12 equal quarterly installments over 3 years | None disclosed for directors; RSUs are time-based (not performance-based) |
| 2024 grants to Feurer | Waived; no equity awards granted | N/A (waived) |
Other Directorships & Interlocks
| Entity | Type | Stake/Right | Relationship to SLDP | Oversight |
|---|---|---|---|---|
| BMW Holding B.V. / BMW AG | Significant shareholder | 5.8% of SLDP common stock (as of 3/24/2025) | BMW Nomination Agreement grants BMW Holding a director nomination right; Dr. Feurer serves as BMW Holding’s nominee on SLDP’s Board | Related person transactions reviewed/approved under SLDP’s Related Person Transaction Policy; audit committee approved JDA amendments and purchases |
Expertise & Qualifications
- Automotive industry leadership; international operations; manufacturing/operations; M&A/strategic planning oversight; risk management/legal/regulatory; sustainability/corporate responsibility .
- Education: BA (Hons) International Management; business administration diploma; MBA; PhD in Strategic Management .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | RSUs (Vested / Unvested) | Options (Exercisable / Unexercisable) |
|---|---|---|---|---|
| Rainer Feurer | — | — | — / — | — / — |
- Director stock ownership guidelines: covered directors expected to hold ≥5× annual cash retainer; compliance tracked by HRC; as of 12/31/2024, all covered directors were in compliance or on track to meet guidelines (company-wide disclosure) .
- Hedging/pledging: prohibited for directors under SLDP’s Insider Trading Policy .
Related Party Transactions (BMW)
| Year | Payments to SLDP | Agreement Actions | Key Terms | Approval |
|---|---|---|---|---|
| 2023 | $9.5 million aggregate payments from BMW | JDA in effect | Ongoing joint development and milestone-based deliverables | Audit committee approval per policy |
| 2024 | $4.6 million aggregate payments from BMW | Amendment No. 5 (6/21/2024) to JDA extended term to 9/30/2024; Amendment No. 6 (9/30/2024) extended term until SLDP hits development milestones; BMW termination rights begin 12/31/2025; revised deliverables/milestones and confirmed cell performance requirements | Commercial terms updated; milestone-based continuation; discrete materials purchase ~$132,000 on 11/20/2024 | Audit committee approved amendments and purchase |
Governance Assessment
- Strengths:
- Not seated on Audit, Governance, or HRC committees, reducing direct involvement in approving related-party transactions; audit committee independently oversees BMW-related amendments and purchases .
- Formal Related Person Transaction Policy requires audit committee review and fairness; governance committee monitors director independence and conflicts .
- Board conducts annual evaluations and director education; hedging/pledging prohibited; stock ownership guidelines in place .
- Attendance: Board held four meetings in 2024; directors met at least 75% attendance thresholds; all directors attended the 2024 annual meeting .
- RED FLAGS / Monitoring points:
- Independence: Board affirmatively determined Dr. Feurer is not independent due to BMW affiliation and nomination arrangement .
- Related-party exposure: Material BMW commercial activity (multi-year JDA, $4.6M in 2024; $9.5M in 2023) and ongoing milestone extensions require vigilant oversight for fairness and performance gating .
- Ownership alignment: No beneficial ownership disclosed for Feurer; he waived director compensation (no annual RSUs), which limits equity-based alignment with SLDP’s broader shareholder base; monitor adherence to director ownership guidelines .
- Influence risks: BMW termination rights beginning 12/31/2025 embedded in the JDA could affect SLDP development timelines and strategic leverage; ensure robust risk oversight and contingency planning .