Alfred Baumeler
About Alfred Baumeler
Alfred Baumeler is President and a Director of Synergy CHC Corp. (SNYR); he has served as President since January 2021 and has served on the Board since October 2024. He holds a B.S. in Engineering from Rutgers University and an MBA in Marketing and Finance from Columbia Business School . Company performance disclosure shows net income of $2.1 million in 2024 and $6.3 million in 2023, while the Company’s disclosed cumulative TSR metric was 0% for 2023–2024 and 0% for 2022–2023 under Item 402(v) methodology .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Synergy CHC Corp. | Executive Vice President, Sales & Marketing | Aug 2015–Dec 2020 | Led sales/marketing; core operator in nutritional supplements . |
| Healthy Natural Systems / Core Science Medica (CSM) / Lifeagen | Senior Vice President, Marketing | Sep 2012–Aug 2015 | Drove brand/marketing in supplements sector . |
| Self-employed | Marketing Consultant | Jan 2012–Aug 2012 | Advisory work in marketing . |
| Natrol, Inc. | Senior Vice President & Chief Marketing Officer | Nov 2009–Nov 2011 | Senior leadership in vitamins/minerals/supplements . |
| Rexall Sundown; Wyeth; Novartis | Senior Sales & Marketing roles | Not disclosed | Large-cap consumer health/CPG career foundation . |
External Roles
No other public company board service disclosed for Baumeler in the past five years within the director biographies presented in the proxy statement .
Board Governance
- Board service history and status: Director since October 2024; listed as “President and Director.” Not a member of the Audit, Compensation, or Nominating & Corporate Governance Committees per the committee membership table .
- Committee structure and independence: Audit (Chair: Nitin Kaushal), Compensation (Chair: Nitin Kaushal), and Nominating & Corporate Governance (Chair: J. Paul SoRelle) are composed of non-employee directors the Board deems independent under Nasdaq rules .
- Board meeting attendance: Board held 1 meeting in 2024; no director attended fewer than 75% of Board and committee meetings .
- Dual-role implications: The CEO also serves as Chairman; the company states it is most effective to combine these roles given its size, which can concentrate oversight and is a governance consideration for investors .
Director Election Support (2025 Annual Meeting)
| Item | Votes For | Votes Withheld | Broker Non-Votes |
|---|---|---|---|
| Alfred Baumeler (Director election) | 6,195,322 | 15,108 | 1,166,672 |
Non-Employee Director Compensation Policy
| Component | Amount |
|---|---|
| Annual Board Cash Retainer | $25,000 |
| Annual Equity Award (RSUs) | $25,000 (non-employee directors) |
| Audit Chair Additional Equity | $100,000 (RSUs) |
Note: Policy applies to non-employee directors; Baumeler is an executive officer and the proxy does not disclose separate director fees for him .
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary ($) | $349,993 | $349,993 |
| Target Bonus % | Not disclosed | Not disclosed |
| Actual Bonus Paid ($) | — (none disclosed) | — (none disclosed) |
Perquisites and Other Compensation
| Item | FY 2023 ($) | FY 2024 ($) |
|---|---|---|
| Vehicle allowance | $7,200 ($600/month) | $7,200 ($600/month) |
| Retirement allowance | $7,500 | $7,500 |
| Health insurance allowance | $34,277 | $34,040 |
| Total “All other compensation” | $48,977 | $48,740 |
Performance Compensation
No cash incentive plan payouts, PSUs, or RSUs are disclosed for Baumeler for FY 2023–FY 2024 .
Equity Awards Detail
| Type | Grant Date | Shares/Units | Strike Price | Expiration | Vesting Schedule |
|---|---|---|---|---|---|
| Stock Options (Exercisable) | Not disclosed | 84,034 | $7.74 | 12/14/2025 | Fully exercisable; no unexercisable portion disclosed |
Equity Ownership & Alignment
| Ownership Element | Amount | Notes |
|---|---|---|
| Beneficial ownership (shares/derivatives) | 84,034 options | Percent of outstanding common stock: “*” (<1%) . |
| Common shares owned | Not disclosed | Beneficial ownership footnote indicates options only . |
| Vested vs. unvested | 84,034 exercisable; 0 unexercisable | Indicates immediate exercisability . |
| Pledging/Hedging | Hedging prohibited; pledging generally prohibited except extraordinary exceptions; margin purchases prohibited | Company lacks formal executive stock ownership guidelines; relies on holdings to align interests . |
| 10b5‑1 Plans | Company authorizes 10b5‑1 plans; as of record date one director had a plan (individual not named) | May facilitate pre-programmed selling consistent with policy . |
Employment Terms
| Term | Status |
|---|---|
| Employment agreement | No employment agreement for Baumeler . |
| Severance provisions | Not disclosed; no employment agreement suggests no defined severance multiples . |
| Change-of-control (CoC) | 2024 Equity Plan allows plan administrator to determine treatment (continue/assume/substitute/cash-out/terminate unexercised options); in absence of specific award terms, no automatic acceleration . |
| Clawback policy | Executive incentive compensation clawback adopted for material financial restatements; applies to cash/equity awards tied to financial results; recovery does not require misconduct finding . |
| Non-compete / non-solicit / garden leave | Not disclosed in proxy . |
Performance & Track Record Context
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Net Income ($) | $6,338,750 | $2,124,976 |
| Company TSR (Item 402(v) cumulative) | 0% | 0% |
Narrative: The proxy’s pay-versus-performance disclosure indicates no equity adjustments and flat TSR under the disclosed methodology, with lower net income in 2024 versus 2023 .
Related Party Transactions (Executive-Specific)
No related party transactions are disclosed involving Baumeler; extensive related-party transactions are disclosed involving the CEO and affiliates (Kenek, BoomBod, Knight), reviewed under Audit Committee charter adopted thereafter .
Compensation Committee Analysis
- Composition: SoRelle, Kaushal (Chair), Woodburn; all deemed independent under Nasdaq rules .
- Scope: Approves executive base salary and incentive awards; administers stock plan .
- Consultants: Use of independent compensation consultants is not discussed in the proxy .
Say‑on‑Pay & Shareholder Feedback
No separate say-on-pay proposal is listed for the 2025 Annual Meeting; proposals included director elections, auditor ratification, 2024 Plan share increase, and authorization of preferred stock .
Investment Implications
- Alignment and incentives: Baumeler’s disclosed compensation is predominantly fixed cash with modest perquisites and no recent bonuses or RSU/PSU awards, which limits direct pay-for-performance linkage; his equity exposure consists of 84,034 exercisable options expiring 12/14/2025, representing less than 1% ownership, implying limited downside alignment and potential near-term exercise/sale timing pressure as expiration approaches .
- Retention risk: Absence of an employment agreement or defined severance/CoC terms reduces contractual retention protections and could increase mobility risk; clawback and insider policies are robust, but do not substitute for structured retention economics .
- Governance overlay: Baumeler is not on key committees; independent directors chair Audit/Comp/Nominating committees, which supports oversight; however, the combined CEO/Chair structure can create governance discount risk for investors monitoring independence and board challenge capacity .
- Trading signals: Company permits 10b5‑1 plans and has one director on such a plan as of the record date; Baumeler’s fully exercisable options and 2025 expiry warrant monitoring of filings for potential selling pressure as maturity approaches (no Baumeler-specific plan disclosure in proxy) .