W. Gilbert (Gil) West
Virgin Galactic HoldingsAbout W. Gilbert (Gil) West
W. Gilbert (Gil) West, 64, has served as an independent director of Virgin Galactic (SPCE) since February 2021. He is currently CEO and a board member of Hertz Global Holdings, Inc. (since April 2024), and previously served as COO of Cruise LLC (2021–2023) and Senior EVP & COO of Delta Air Lines (2008–2020). West holds a B.S. in Mechanical Engineering from North Carolina State University and an MBA from National University . The SPCE Board affirmatively determined West is independent under NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cruise LLC (GM majority-owned) | Chief Operating Officer | Jan 2021 – Dec 2023 | Led AV operations |
| Delta Air Lines | Senior EVP & COO | 2008 – 2020 | Oversaw worldwide ops; 366 airports, 1,300 aircraft, $16B budget |
| Laidlaw Transit Services | President & CEO | 2006 – 2007 | Transportation services leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hertz Global Holdings, Inc. | Chief Executive Officer; Board Member | Since Apr 2024 | CEO and director |
| Forward Air Corporation | Director | Oct 2018 – May 2021; Feb 2024 – Jun 2024 | Board service |
| Genesis Park Acquisition Corp. | Director | Until Sep 2021 | Board service |
| Brevard College (NC) | Board of Trustees Member | Since Oct 2017 | Trustee |
| American Cancer Society | Board Member; Executive Leadership Council Member | Prior service | Non-profit roles |
Board Governance
- Committee assignments and roles:
- Nominating & Corporate Governance Committee: Chair (2025 members Jonas, Sigur, West)
- Safety Committee: Member (2025 members Kreeger, Sigur, West)
- Independence: Determined independent by SPCE Board under NYSE rules .
- Attendance and engagement:
- 2024 meetings held: Board (9), Audit (9), Compensation (7), Nominating & Corporate Governance (4), Safety (6) .
- Each incumbent director attended at least 75% of Board and committee meetings during 2024; all then-serving directors attended the 2024 annual meeting .
- Tenure on SPCE Board: Director since February 2021 .
Fixed Compensation
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Director Annual Retainer | 125,000 | Program terms |
| Nominating & Corporate Governance Chair Fee | 15,000 | Committee chair |
| Safety Committee Member Fee | 7,500 | Non-chair retainer |
| Cash Fees Earned (Total) | 147,500 | Reported for West |
| Annual Director RSU (Grant-date fair value) | 125,000 | Program terms |
| Total Director Compensation (Cash + Equity) | 272,500 | Reported total for West |
- Director compensation structure: cash retainer + committee fees + annual RSU grant; equity vests and aligns with shareholders; director awards accelerate upon change-in-control as defined in plan .
Performance Compensation
- Directors do not have performance-linked metrics; equity grants are time-based.
| Equity Award Detail (2024) | Value / Units | Vesting / Terms |
|---|---|---|
| Annual RSU grant | $125,000 | Vests in full on earlier of one-year anniversary or next annual meeting if not standing for reelection |
| RSUs outstanding (unvested) as of 12/31/2024 | 7,337 | Unvested director RSUs for West |
| Change-in-control treatment | Accelerated vesting | Equity awards vest in full immediately prior to change in control per plan |
Other Directorships & Interlocks
| Company | Type | Potential Interlock/Conflict Notes |
|---|---|---|
| Hertz Global Holdings, Inc. | Public company CEO & Director | Concurrent CEO role increases time commitments; SPCE Board maintains independence designation for West |
| Forward Air Corporation | Public company Director | Prior board service; no SPCE-related transaction disclosed |
| Genesis Park Acquisition Corp. | SPAC Director | Prior board service |
- Virgin Investments Limited (VIL) holds Board designation and approval rights over certain corporate actions; West is not a VIL designee (current VIL designees: Kreeger, Brambilla) . This governance structure is material for Board dynamics and approvals but does not indicate a West-specific conflict.
Expertise & Qualifications
- Technical and operating expertise: Large-scale transportation operations, safety, and manufacturing/engineering oversight from Delta and Cruise .
- Education: B.S. Mechanical Engineering (North Carolina State University); MBA (National University) .
- Board qualifications matrix: Operations management, safety/risk management, public company executive experience .
Equity Ownership
| Category | Shares / % | Notes |
|---|---|---|
| Beneficial ownership | 2,860 shares; <1% | As of 3/31/2025; per SEC rules; percent of 39,991,026 shares outstanding |
| RSUs vesting within 60 days | Not indicated for West | Footnotes list RSUs for some directors; West’s line shows total only |
| Unvested RSUs outstanding (12/31/2024) | 7,337 | Director RSU awards outstanding |
| Hedging/Pledging | Prohibited | Insider Trading Compliance Policy bans hedging and pledging |
| Director ownership guideline | 5x annual retainer within 5 years | Applies to non-employee directors; compliance reviewed annually |
Insider Trades (Form 4)
| Filing Date | Transaction Date | Type | Securities Transacted | Post-Transaction Ownership | Link |
|---|---|---|---|---|---|
| 2025-06-06 | 2025-06-05 | A (Award) | 39,937 | 50,133 | https://www.sec.gov/Archives/edgar/data/1706946/000170694625000094/0001706946-25-000094-index.htm |
| 2024-06-13 | 2024-06-12 | A (Award) | 146,749 | 203,977 | https://www.sec.gov/Archives/edgar/data/1706946/000170694624000125/0001706946-24-000125-index.htm |
- Type codes: A = award/grant; positions reflect post-transaction holdings reported in Form 4. Data retrieved via insider-trades skill.
Governance Assessment
-
Strengths:
- Independent director with deep operational and safety expertise; chairs Nominating & Corporate Governance and serves on Safety, aligning with SPCE’s risk profile .
- Documented attendance (≥75% in 2024) and participation across committees; Board met 9 times, with active committee oversight .
- Director compensation structure balanced between cash and equity; modest total ($272,500) with equity-based alignment; anti-hedging/pledging policy and ownership guidelines support alignment .
- No related-party transactions disclosed involving West; governance policies in place for related-person transaction review .
-
Considerations / potential red flags:
- Dual role as Hertz CEO may pose time-commitment and potential overboarding concerns for some investors; however, SPCE continues to affirm independence status and committee leadership responsibilities for West .
- Beneficial ownership is small (<1%); alignment relies on RSU grants and stock ownership guidelines over time .
-
Shareholder signals:
- 2024 say‑on‑pay approval at 80% indicates moderate support for compensation practices, which can reflect broader governance confidence; continued shareholder engagement is disclosed .
