Eric Tech
About Eric Tech
Eric Tech (age 61) is a Class A director at Spruce Power (SPRU), serving on the Board since December 2021; he previously served as Chief Executive Officer from December 1, 2021 to February 1, 2023, and his current Board term expires at the 2027 annual meeting . He is not considered independent under NYSE rules due to his prior CEO employment; the proxy identifies all directors as independent except Christopher Hayes and Eric Tech . Tech brings nearly 35 years of automotive and mobility industry experience, including senior corporate development leadership at Navistar International (2006–2018) with expertise in strategy and M&A .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Spruce Power Holding Corporation | Chief Executive Officer | Dec 1, 2021 – Feb 1, 2023 | Former CEO; provides insights on strategy and M&A priorities as a director |
| Navistar International Corporation | Senior leadership; most recently SVP, Corporate Development | 2006 – 2018 | Corporate development, strategy, and M&A; automotive/mobility domain expertise |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| — | — | — | No other public company directorships disclosed for Tech in the proxy . |
Board Governance
- Classification and term: Class A director; term expires at the 2027 annual meeting .
- Independence: Not independent under NYSE rules (prior CEO employment through Feb 1, 2023) .
- Committee memberships: Tech is not listed as a member of the Audit, Compensation, or Nominating & Corporate Governance Committees in the proxy (committees comprised of other named directors) .
- Attendance: Each then-current director attended >75% of aggregate Board and applicable committee meetings in 2024; several executive sessions of non-management directors are held each year, presided by the Lead Independent Director .
- Board leadership: Chair/CEO combined (Christopher Hayes); Lead Independent Director is John P. Miller .
Fixed Compensation
Director compensation policy (non-employee directors):
| Component | Amount / Terms |
|---|---|
| Annual cash retainer (Board) | $50,000 |
| Chair cash retainer (additional) | $20,000 |
| Committee member retainers | Audit $10,000; Compensation $7,500; Nominating & Gov $5,000 |
| Committee chair retainers (additional) | Audit $20,000; Compensation $15,000; Nominating & Gov $10,000 |
| Annual equity award | $150,000 in RSUs; Chair receives additional $25,000 in RSUs; vests in full on first anniversary |
| Initial equity award (new director) | 150% of annual equity award in RSUs; vests ratably over 3 years |
Eric Tech – 2024 director compensation:
| Item | Amount |
|---|---|
| Fees earned or paid in cash ($) | $52,047 |
| Stock awards ($) | $150,002 |
| Total ($) | $202,049 |
Performance Compensation
- Structure: Non-employee director equity is delivered as time-based RSUs (no performance-vesting metrics disclosed). Annual grants vest in full on the first anniversary; initial grants vest over three years .
- 2024 equity detail for Tech: | Grant date | Award type | Units/Status | Grant-date fair value | |---|---|---|---| | Aug 12, 2024 | RSUs | 48,232 unvested RSUs outstanding as of Dec 31, 2024 | $150,002 |
- Vesting terms: Annual RSU grants vest in full on the first anniversary of the grant date .
Other Directorships & Interlocks
- Current public boards: None disclosed for Eric Tech in the proxy .
- Interlocks/related parties: The proxy reports no related person transactions required to be disclosed under SEC rules for 2024 .
Expertise & Qualifications
- Corporate development and M&A leadership (SVP Corporate Development at Navistar) with ~35 years in automotive/mobility; former CEO of Spruce Power .
- Board contribution cited: Strategy and M&A insights drawn from former CEO tenure and corporate development background .
Equity Ownership
As of the record date (May 13, 2025), beneficial ownership and components:
| Holding detail | Shares/Units |
|---|---|
| Total beneficial ownership | 161,087 shares; less than 1% of outstanding |
| Direct/indirect: trusts (co-trustee) | 102,099 shares |
| Daughters (2 x 3,125) | 6,250 shares |
| Options (exercisable) | 52,738 shares |
| Unvested RSUs (as of 12/31/24) | 48,232 units |
| Shares outstanding (Record Date) | 17,826,560 |
Alignment and restrictions:
- Insider Trading Policy prohibits pledging and hedging of Company securities by directors and employees .
Governance Assessment
- Independence and committees: Tech is not independent (prior CEO), and he is not listed on any standing committees; this can reduce independent oversight influence, though the Board maintains independent committee composition and a Lead Independent Director framework .
- Attendance/engagement: 2024 attendance exceeded 75% for all then-current directors; executive sessions held several times per year, supporting independent director dialogue .
- Ownership and alignment: Tech holds a mix of direct/indirect stock and vested options, plus unvested RSUs; anti-pledging policy strengthens alignment by limiting hedging/pledging risk .
- Related-party/conflict check: No related person transactions reported; reduces conflict risk .
- Section 16(a) compliance: The Company noted Tech reported three transactions late on one Form 4 during 2024 (administrative compliance lapse; monitor for recurrence) .
- Shareholder signals: 2025 say-on-pay passed (For 2,873,010; Against 1,216,162; Abstain 59,155), indicating majority but not overwhelming support; Board/committee structure and disclosure enhancements cited in response to investor feedback .
Notes from 2025 Annual Meeting and Board Changes
- 2025 Annual Meeting results: Board nominees elected; say-on-pay and auditor ratification approved .
- Board refresh: Kevin Griffin retired; Shawn Kravetz elected; Board remains at seven members (no changes disclosed to Eric Tech’s status) .
Appendix: Committee Landscape (for context)
| Committee | Members (as disclosed) | Chair |
|---|---|---|
| Audit | John P. Miller, Jonathan J. Ledecky, Clara Nagy McBane | John P. Miller |
| Compensation | Kevin Griffin, Clara Nagy McBane, Ja-chin Audrey Lee | Kevin Griffin |
| Nominating & Corporate Governance | John P. Miller, Jonathan J. Ledecky, Ja-chin Audrey Lee | John P. Miller |
Eric Tech is not listed among the members of the standing committees above in the 2025 proxy .