William John Young
About William John Young
William John Young is Chief Operating Officer (COO) of Smart Sand, Inc. (SND), age 51 as of April 14, 2025, with a background spanning mining, commercial telecommunications, and broadband; he holds a BSc in Biology from Dalhousie University and has been with Smart Sand since 2011 and COO since April 2018 . Company performance over 2022–2024 shows revenues rising from $255.7M to $311.4M, EBITDA increasing from $23.1M to $33.0M*, and net income moving from -$0.7M to $3.0M, while the value of a $100 investment in SND rose to $126 by 2024 (from $101 in 2022), evidencing positive TSR during this period [GetFinancials; values for Revenues and Net Income cited] . He is the brother of CEO Charles E. Young and EVP/General Counsel James D. Young, which is disclosed under corporate governance and related-person sections .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Smart Sand, Inc. | COO | Apr 2018–present | Lead operations; previously led Sales & Logistics |
| Smart Sand, Inc. | EVP, Sales & Logistics | Oct 2016–Apr 2018 | Oversaw sales and logistics function |
| Smart Sand, Inc. | VP, Sales & Logistics | May 2014–Sep 2016 | Built sales/logistics capability |
| Smart Sand, Inc. | Director of Sales | Nov 2011–Apr 2014 | Led sales efforts |
| Comcast Corporation | Director of Sales | 2002–2011 | Commercial telecommunications sales leadership |
External Roles
- No external directorships or current outside board roles for W. J. Young are mentioned in the latest proxy and 10-K biographies .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base salary ($) | $389,077 | $396,000 |
| Target bonus % of salary | 50% (max 125%) for NEOs | 50% (max 125%) for NEOs |
| Annual bonus paid ($) | $207,942 | $198,000 (incl. $53,308 paid in 2025, forfeitable if not employed on payment date) |
| Perquisites ($) | $19,118 (auto $3,918; 401(k) $13,200) | $19,489 (auto $3,689; 401(k) $13,800) |
| Total compensation ($) | $796,137 | $1,213,488 |
Performance Compensation
Annual Bonus Plan (2024)
| Component | Metric | Weighting | Target | Actual/Payout | Notes |
|---|---|---|---|---|---|
| Cash bonus | Net Free Cash Flow (NFFCF) | 100% for non-CEO NEOs | 50% of salary | $198,000 | Company exceeded target benchmark for free cash flow; max 125% cap applies |
Long-Term Equity (Restricted Stock; RS/PS)
| Grant date | Type | Shares (W. J. Young) | Weighting | Performance metrics | Vesting | Payout range |
|---|---|---|---|---|---|---|
| Feb 22, 2024 | RS/PS | 309,278 | 50% service / 50% performance | ROAIC (annual) and Annual Net Free Cash Flow (50/50 split of performance tranche) | Service: equal annual tranches over 4 years; Performance: vests Jan 1, 2027 based on 2024–2026 goals | 0%–150% of performance shares |
| Mar 17, 2023 | RS/PS | 109,091 | 50% service / 50% performance | ROAIC (3-year) and cumulative Free Cash Flow | Service: equal annual tranches over 4 years; Performance: vests Jan 1, 2026 based on 2023–2025 goals | 0%–150% of performance shares |
Equity Grant Policy/Options
- 2024 equity program used restricted stock; no stock options were granted, and none are outstanding company-wide per plan information .
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Total beneficial ownership (shares) | 954,763 (2.2% of class; 44,083,342 shares outstanding) |
| Unvested shares | 667,080 total; 339,620 performance-based |
| Options (exercisable/unexercisable) | None disclosed; equity program is restricted stock (2024: no options granted) |
| Hedging/pledging | Company prohibits hedging and pledging/margin use for employees, officers, directors |
| Outstanding equity awards detail | 249,331 unvested time-based RS; 263,731 unearned performance-based shares at 12/31/2024 |
Upcoming Vesting Schedule (Time-based RS; as of 12/31/2024)
| Date | Shares |
|---|---|
| Jul 30, 2025 | 26,510 |
| Jun 7, 2025 | 13,636 (half of 27,273) |
| Jun 7, 2026 | 13,637 (remaining half) |
| Mar 17, 2025 | 13,636 (one-third of 40,909) |
| Mar 17, 2026 | 13,636 (second third) |
| Mar 17, 2027 | 13,637 (final third) |
| Feb 22, 2025 | 38,660 (quarter of 154,639) |
| Feb 22, 2026 | 38,660 (second quarter) |
| Feb 22, 2027 | 38,660 (third quarter) |
| Feb 22, 2028 | 38,659 (final quarter) |
Employment Terms
- Change-of-control: Performance-vesting restricted stock deemed achieved at target immediately prior to the change in control; time-based restricted stock accelerates (restrictions terminate) if the NEO is terminated other than for “Cause” or resigns for “Good Reason” within 18 months after a change in control; Good Reason is defined as a reduction of ≥10% in current base salary and target bonus .
- Indemnification: Executed indemnification agreements providing advancement of expenses and indemnification to fullest extent permitted by law/bylaws .
- Insider trading policy: Comprehensive policy filed with 2024 Form 10-K; prohibits certain transactions and mandates compliance with NASDAQ standards .
Company Performance Context
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($) | 255,740,000 ] | 295,973,000 ] | 311,372,000 ] |
| EBITDA ($) | 23,066,000* | 27,770,000* | 33,002,000* |
| Net Income ($) | (703,000) [GetFinancials] | 4,649,000 ] | 2,992,000 ] |
Values marked with * retrieved from S&P Global.
Total Shareholder Return (Pay vs Performance disclosure; $100 initial investment)
| Year | Value of $100 Investment |
|---|---|
| 2022 | $101 |
| 2023 | $108 |
| 2024 | $126 |
Compensation Structure Analysis
- Cash vs equity mix: W. J. Young’s stock awards increased materially from $180,000 in 2023 to $599,999 in 2024, indicating a greater emphasis on long-term equity compensation .
- At-risk pay alignment: 2024 annual incentives for NEOs were tied 100% to net free cash flow (with a 50% salary target and 125% cap), and performance shares vest on ROAIC and net free cash flow over multi-year periods, directly linking pay outcomes to capital efficiency and cash generation .
- Option usage: No use of stock options in 2024; equity grants consist of restricted stock, which can lower risk for executives versus options while still aligning with shareholder outcomes .
Related Party Transactions and Governance
- Family employment: The company employs multiple members of the Young family, including W. J. Young (COO), J. D. Young (EVP, General Counsel), T. Young (HSE General Manager), and C. (CJ) Young (Business Analytics Analyst); 2024 cash compensation and grant-date fair value equity for these family members were disclosed (e.g., W. J. Young cash ~$614,482; equity ~$599,999), with quarterly board review policies for related-person transactions .
- Prohibitions: Hedging and pledging of company stock are prohibited for employees, officers, and directors, mitigating misalignment risks .
Performance Compensation (Detailed Table)
| Incentive | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual Bonus (2024) | Net Free Cash Flow | 100% (non-CEO NEOs) | 50% of salary | Company exceeded target benchmark | $198,000 | Annual cash paid; portion paid 2025, subject to forfeiture if not employed on payment date |
| PSUs (2024 grant) | ROAIC (annual, 3-year) | 25% of total grant | Pre-established goals | Not disclosed | 0–150% of performance shares | Vest Jan 1, 2027 |
| PSUs (2024 grant) | Net Free Cash Flow (annual, 3-year) | 25% of total grant | Pre-established benchmarks | Not disclosed | 0–150% of performance shares | Vest Jan 1, 2027 |
| RSUs (2024 grant) | Service-based | 50% of total grant | Continued employment | — | Fixed schedule | Equal annual tranches over 4 years |
| PSUs (2023 grant) | ROAIC (3-year) | 25% of total grant | Pre-established goals | Not disclosed | 0–150% of performance shares | Vest Jan 1, 2026 |
| PSUs (2023 grant) | Cumulative Free Cash Flow | 25% of total grant | Pre-established benchmarks | Not disclosed | 0–150% of performance shares | Vest Jan 1, 2026 |
| RSUs (2023 grant) | Service-based | 50% of total grant | Continued employment | — | Fixed schedule | Equal annual tranches over 4 years |
Investment Implications
- Alignment: Heavy emphasis on ROAIC and net free cash flow for both annual and long-term incentives suggests strong alignment with shareholder value creation via capital efficiency and cash generation; 2024 bonuses paid after exceeding free cash flow targets reinforce this linkage .
- Retention and selling pressure: Significant scheduled time-based vesting through 2028 (multiple tranches in 2025–2027) and substantial unearned performance shares could create intermittent selling pressure around vesting events; however, pledging/hedging prohibitions reduce forced selling risks .
- Change-of-control mechanics: Double-trigger acceleration for time-based RS (termination within 18 months) and target-level vesting for performance shares at change-of-control may increase realized pay in a transaction scenario, a standard but material consideration for deal economics and incentives .
- Governance considerations: Multiple family members in senior and staff roles require robust related-party oversight; the company discloses quarterly review policies, but investors should monitor for potential conflicts and decision-making independence .
- Pay trajectory: The 2024 step-up in equity awards (from $180,000 to $599,999) raises W. J. Young’s long-term exposure to SND equity outcomes, enhancing “skin-in-the-game” while shifting compensation mix toward equity-linked at-risk pay .