Shawn Kravetz
About Shawn W. Kravetz
President and Chief Investment Officer of Esplanade Capital LLC since 1999, with over 20 years investing in renewable energy equities; prior roles include Principal at The Parthenon Group, Director of Strategic Planning at The CML Group, and Consultant at Monitor Company . He is nominated for election as a Class B director at the June 24, 2025 annual meeting, and is deemed independent under NYSE standards; his nomination followed submission of materials in his capacity as a stockholder .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Esplanade Capital LLC | President & Chief Investment Officer | Since 1999 | Capital markets expertise focused on small-cap public equities |
| The Parthenon Group | Principal | Not disclosed | Advised CEOs on corporate strategy |
| The CML Group | Director of Strategic Planning & Corporate Development | Not disclosed | Oversaw subsidiaries incl. NordicTrack, The Nature Company, Smith & Hawken |
| Monitor Company | Consultant | Not disclosed | Strategy consulting experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Nevada Gold & Casinos, Inc. (formerly NYSE: UWN) | Director | Oct 2016 – Jun 2019 | Chairman, Corporate Governance & Nominating Committee |
Board Governance
- Committee assignments: Not yet assigned; current committee rosters do not include Kravetz (Audit: John P. Miller (Chair), Jonathan J. Ledecky, Clara Nagy McBane; Compensation: Kevin Griffin (Chair), Clara Nagy McBane, Ja-chin Audrey Lee; Nominating: John P. Miller (Chair), Jonathan J. Ledecky, Ja-chin Audrey Lee) .
- Independence: Board determined Kravetz (director nominee) is independent under NYSE listing standards .
- Board structure and leadership: Classified board; Independent Lead Director is John P. Miller who presides over executive sessions of non-management directors held several times per year .
- Attendance: In FY2024, then-current directors all attended >75% of Board and relevant committee meetings; four directors attended the 2024 annual meeting (Kravetz was not then a director) .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | $50,000 | Paid quarterly, in arrears |
| Chair of the Board – additional cash retainer | $20,000 | Paid quarterly, in arrears |
| Audit Committee member retainer | $10,000 | Paid quarterly |
| Compensation Committee member retainer | $7,500 | Paid quarterly |
| Nominating & Corporate Governance Committee member retainer | $5,000 | Paid quarterly |
| Audit Committee chair additional cash | $20,000 | Paid quarterly |
| Compensation Committee chair additional cash | $15,000 | Paid quarterly |
| Nominating Committee chair additional cash | $10,000 | Paid quarterly |
Performance Compensation
| Equity Component | Grant Value | Vesting | Notes |
|---|---|---|---|
| Annual RSU award (non-employee director) | $150,000 | Vests in full on 1st anniversary | Granted on date of annual meeting when elected/continuing |
| Chair of the Board – additional RSU | $25,000 | Vests in full on 1st anniversary | Granted at annual meeting |
| Initial RSU award (upon first election) | 150% of annual award | Vests in equal installments on 1st, 2nd, and 3rd anniversaries | Applies to new non-employee directors |
- Performance metrics: Director equity is time-based; no disclosed performance (TSR/EBITDA) metrics apply to director compensation (executive performance relationships are discussed separately in the proxy) .
Other Directorships & Interlocks
| Company | Role | Current/Prior | Committee Roles |
|---|---|---|---|
| Nevada Gold & Casinos, Inc. (UWN) | Director | Prior (2016–2019) | Chairman, Corporate Governance & Nominating |
- Interlocks: None disclosed with SPRU competitors/suppliers/customers .
Expertise & Qualifications
- Capital markets investor with focus on smaller-cap public equities and renewable energy; strategy and corporate development background across consulting and operating roles .
- Board and committee leadership experience (Chair of Corporate Governance & Nominating at UWN) .
- Independent status meets NYSE standards for director nominees .
Equity Ownership
| Holder/Beneficial Owner | Shares Beneficially Owned | % of Outstanding | Nature of Ownership | Shares Outstanding Reference |
|---|---|---|---|---|
| Shawn Kravetz (via Esplanade Capital LLC or affiliates) | 319,382 | 1.8% | Sole voting and dispositive control over Esplanade-held shares | 17,826,560 shares outstanding as of May 13, 2025 |
- Hedging/Pledging: Company insider trading policy prohibits directors from pledging and hedging transactions in Company securities .
- Related-party transactions: Company reports no related person transactions requiring disclosure under SEC rules .
Governance Assessment
- Alignment: Meaningful personal stake (1.8%) via Esplanade with sole control supports shareholder alignment; policy prohibiting pledging/hedging reduces misalignment risk .
- Independence/Committees: Independent nominee with prior committee leadership experience; committee assignments at SPRU will follow election (current rosters exclude Kravetz) .
- Engagement signal: On June 21, 2024, Kravetz/Esplanade withdrew a prior intent to nominate director candidates and a business proposal, contemporaneous with a cooperation agreement adding an investor-nominated director (McBane); suggests constructive engagement and eventual board-supported nomination in 2025 .
- RED FLAGS: None disclosed regarding related-party transactions, hedging/pledging, or legal proceedings; monitor for potential conflicts given Esplanade’s investment role, but Company’s policy and independent status mitigate concerns .
Overall, Kravetz brings capital markets depth and governance experience; his shareholder stake strengthens alignment, while independence and lack of related-party exposure support investor confidence. Committee influence to be determined post-election, with director pay predominantly equity-based RSUs and standard cash retainers .