Craig Kreeger
Virgin Galactic HoldingsAbout Craig Kreeger
Craig Kreeger, 65, has served on Virgin Galactic’s Board since October 2019. He is the former CEO and Director of Virgin Atlantic (2013–2018), following 28 years at American Airlines in commercial, operational, financial and strategic roles; he holds a BA in Economics (UC San Diego) and an MBA (UCLA) . The Board states he is well qualified for his extensive operational, financial and managerial experience and deep industry knowledge .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Virgin Atlantic | Chief Executive Officer and Director | Feb 2013 – Dec 2018 | Led balance sheet rebuild, launched JV with Delta, strategy to expand JV to Air France/KLM |
| American Airlines | Senior leadership roles (International Division; Customer Service) | ~1991 – 2019 (28 years total; last 6 years in leadership) | Broad commercial, operational, financial and strategic responsibilities |
| Virgin Atlantic | Board Member | Feb 2013 – Dec 2018 | Governance oversight during CEO tenure |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Mass Luminosity | Board Member | Since 2019 | Current external directorship disclosed |
Board Governance
- Independence: The Board determined Kreeger is “independent” under NYSE rules (one of seven independent nominees) .
- Committee assignments:
- Safety Committee: Chair (2024, 2025)
- Compensation Committee: Member (2024, 2025)
- VG Designee: Under the Stockholders’ Agreement, Virgin Investments Limited (VIL) may designate two directors; Kreeger currently serves as a VG designee .
- Meeting attendance: In 2024, the Board met 9x; Audit 9x; Compensation 7x; Nominating 4x; Safety 6x. Each incumbent director attended ≥75% of total meetings (2024) . In 2023, Board 9x; Audit 9x; Compensation 7x; Nominating 5x; Safety 5x; each incumbent ≥75% (2023) .
| Governance Item | 2023 | 2024 |
|---|---|---|
| Board meetings held | 9 | 9 |
| Audit meetings held | 9 | 9 |
| Compensation meetings held | 7 | 7 |
| Nominating meetings held | 5 | 4 |
| Safety meetings held | 5 | 6 |
| Attendance threshold met (each incumbent ≥75%) | Yes | Yes |
| Committee | 2024 Role | 2025 Role |
|---|---|---|
| Safety | Chair | Chair |
| Compensation | Member | Member |
Fixed Compensation
- Director compensation program (2024; maintained in 2025): Annual cash retainer $125,000; Chair of Board additional $60,000; Lead Director additional $25,000; Committee Chair/member retainers per schedule below .
| Component | Amount ($) |
|---|---|
| Director annual retainer | 125,000 |
| Chair of the Board additional retainer | 60,000 |
| Lead Director additional retainer | 25,000 |
| Audit Committee Chair | 25,000 |
| Audit Committee Member | 10,000 |
| Compensation Committee Chair | 15,000 |
| Compensation Committee Member | 7,500 |
| Nominating Committee Chair | 15,000 |
| Nominating Committee Member | 7,500 |
| Safety Committee Chair | 15,000 |
| Safety Committee Member | 7,500 |
- Individual director pay:
- FY2023: Cash $149,755; Stock award $125,000; Total $274,755 .
- FY2024: Cash $147,500; Stock award $125,000; Total $272,500 .
| Metric | FY2023 | FY2024 |
|---|---|---|
| Fees Earned in Cash ($) | 149,755 | 147,500 |
| Stock Award ($) | 125,000 | 125,000 |
| Total ($) | 274,755 | 272,500 |
Performance Compensation
- Directors do not receive performance-based equity (no PSUs); equity is time-based RSUs .
- Annual RSU grants for eligible directors:
- Initial RSU: $150,000, vests 1/3 each year over 3 years .
- Annual RSU: $125,000 (Chair: $145,000), vests in full on earlier of one-year anniversary or next annual meeting .
| Performance Element | Design | Value | Vesting | Change-in-Control |
|---|---|---|---|---|
| Director equity awards | RSUs (time-vested) | Initial $150,000; Annual $125,000 (Chair $145,000) | Initial: 1/3 annually; Annual: 1 year/full vest | Full vesting immediately prior to change in control |
Other Directorships & Interlocks
- VG Designee: Kreeger is a VIL-designated director under the Stockholders’ Agreement; VG designees may be removed only at VIL’s request .
- Trademark License: Virgin Enterprises Limited (VEL) holds the “Virgin” brand; SPCE pays royalties per Amended TMLA; $370,000 paid in 2023 .
- Another VG designee (Luigi Brambilla) receives cash retainer paid directly to Virgin Group and no equity .
Expertise & Qualifications
- “Extensive operational, financial and managerial experience and deep industry knowledge,” including airline operations, JV development, and international/customer service leadership .
Equity Ownership
- Beneficial ownership:
- Shares beneficially owned (as of March 31, 2024): 56,763; shares outstanding 405,272,587; ≈0.014% of class (computed from cited figures) .
- RSUs outstanding:
- As of Dec 31, 2024: 7,337 RSUs .
- Plan benefits as of Mar 31, 2025: 11,694 RSUs mapped to current director nominees .
- Ownership alignment policies:
- Directors must hold shares equal to 5x annual retainer within 5 years; unvested RSUs count toward compliance; options/PSUs do not .
- Anti-hedging and anti-pledging policy for directors/officers .
| Ownership Item | Value |
|---|---|
| Beneficial shares (3/31/2024) | 56,763 |
| Shares outstanding (3/31/2024) | 405,272,587 |
| Ownership % (computed) | ≈0.014% |
| RSUs outstanding (12/31/2024) | 7,337 |
| RSUs (Plan benefits, 3/31/2025) | 11,694 |
| Director stock ownership guideline | 5x retainer within 5 years |
| Anti-hedging/pledging policy | Prohibits hedging and pledging |
Governance Assessment
- Strengths:
- Independent director with deep airline operations expertise; chairs Safety Committee (oversight of safety audits, facilities visits, risk processes) .
- Consistent committee engagement; attendance threshold met; dual roles (Safety Chair, Compensation Member) support operational risk and pay governance oversight .
- Risks/Red Flags:
- VG Designee status and Stockholders’ Agreement constraints (removal rights, VG approval rights) may create perceived influence by a significant stockholder despite NYSE independence determination .
- Ongoing trademark license and royalty payments to VEL (Virgin brand owner) heighten related-party exposure and potential conflicts .
- Shareholder signals:
- Say‑on‑pay approval improved to 80% in 2024, reflecting better support after program changes .
- 2025 AGM vote results: director elections passed; say‑on‑pay FOR 3,332,899 vs AGAINST 1,587,073, ABSTAIN 1,227,100 (broker non‑votes 12,308,554), indicating mixed but sufficient support and meaningful abstentions .
RED FLAGS: VG designee status with removal rights , and brand royalty payments to VEL , represent structural related‑party exposures even with formal independence determination .
