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Kim Korth

Director at STONERIDGE
Board

About Kim Korth

Kim Korth (age 70) has served on Stoneridge, Inc.’s Board since 2006. She is President & CEO of 6th Avenue Group (since June 2017) and, since July 2022, Chief Executive Officer of Engauge Workforce Solutions LLC; she previously led Techniplas LLC (2012–2017) and Supreme Corporation (2011–2012), and founded IRN Inc. (1983–2014), an automotive supplier strategy firm . She is an independent director under NYSE rules . In 2024, the Board held 10 meetings; each director attended at least 75% of Board and committee meetings, and all directors attended the 2024 Annual Meeting .

Past Roles

OrganizationRoleTenureCommittees/Impact
Techniplas LLCPresident & CEO, DirectorDec 2012–May 2017Led plastics-focused manufacturing businesses; governance and performance improvement focus
Supreme CorporationPresident & CEO, Director2011–2012Manufacturer of truck and van bodies; industry operations experience
IRN Inc.Founder & Owner1983–2014Automotive supplier strategy; decades in corp. governance and growth strategies

External Roles

OrganizationRoleTenureNotes
Engauge Workforce Solutions LLCChief Executive OfficerSince Jul 2022Staffing and contract manufacturing
Garyline Inc.Vice Chair, Board of DirectorsCurrentGovernance role; manufacturing/distribution context
Other corporate boardsDirector (5 public, 12 private over career)VariousIncludes Burke E. Porter Machinery Co., Shape Corp., Unique Fabricating, Autocam, Unwired Technology

Board Governance

  • Committee assignments: Chair, Compensation Committee; Member, Nominating & Corporate Governance Committee .
  • Committee meeting cadence in 2024: Audit (8), Compensation (4), Nominating & Corporate Governance (5), Compliance & Ethics (4) .
  • Independence: Board majority independent; Korth determined independent under NYSE rules .
  • Attendance: Each director attended ≥75% of Board and committee meetings; all attended 2024 Annual Meeting .
  • Lead Independent Director: William M. Lasky serves as Lead Independent Director and presides over executive sessions .
  • Board refresh: Two long-standing directors not seeking re-election; Board reduces to seven seats for 2025 slate .

Fixed Compensation

ComponentAmountNotes
Annual Director Cash Retainer$90,000Standard non-employee director retainer
Committee Chair Fee (Compensation Committee)$15,000Chair premium
Equity Grant – Grant Date Value$135,000Restricted common shares; directors received 8,122 restricted shares on Mar 11, 2024; restrictions lapsed Mar 3, 2025
2024 Total Director Compensation (Korth)$240,000$105,000 cash + $135,000 equity
Director Compensation Limits$350,000 annual total cap; equity plan max 10,000 shares (legacy plan)

Performance Compensation

  • Annual Incentive Plan (executives overseen by Compensation Committee): Metrics—Operating Income (70% consolidated; divisional for one NEO), Cash Flow (30% consolidated; divisional for one NEO); 2024 results capped cash flow at threshold due to below-threshold operating income .
  • Long-Term Incentive (executives): Mix—Performance Shares (TSR 25%; EPS 20%; ROIC 10%) and time-based RSUs (45%); TSR peer comparison and budget-relative EPS/ROIC with 0–200% payout scale .
  • Directors’ equity transition: New 2025 LTIP will issue annual restricted shares to non-employee directors; expected grant value $83,400 per director if approved; Directors’ Restricted Shares Plan to be discontinued later in 2025 .
Executive Incentive Metric (Oversight by Korth as Comp Chair)Weight2024 Target2024 Actual/Status
Consolidated Operating Income (AIP)70%$35.7M$3.8M; below threshold (0% on this metric)
Consolidated Cash Flow (AIP)30%$18.4M$28.6M; capped at threshold payout due to OI miss
LTIP – TSR (Relative)25%Percentile vs peer groupBelow threshold forecast for certain grants; 2022 grant paid 0% TSR
LTIP – EPS20%2024 target $0.302024 actual ($0.47); below threshold
LTIP – ROIC10%2024 target 5.4%2024 actual 0.2%; below threshold

Governance signals: Strong pay-for-performance design with explicit thresholds and maximums; 2024 executive payouts reduced materially given underperformance; Say-on-Pay received ~99% support in 2024 .

Other Directorships & Interlocks

CompanyPublic/PrivateRolePotential Interlock/Conflict Notes
Engauge Workforce Solutions LLCPrivateCEO, DirectorStaffing/contract manufacturing; no SRI related-party transactions reported in 2024
Garyline Inc.PrivateVice ChairGovernance role; no related-party transactions reported in 2024
Historical boards (e.g., Shape Corp., Unique Fabricating, Autocam, Unwired Technology)MixedDirectorIndustry expertise; current interlocks not disclosed; no 2024 related-party transactions

Expertise & Qualifications

  • Several decades of leadership in manufacturing, automotive suppliers, organizational design, and performance improvement; founder of IRN Inc. focused on supplier strategy .
  • Provides industry trend insights to the Board; strengthens qualifications and governance capabilities .
  • As Compensation Committee Chair, leads oversight of executive pay, consultant engagement, and risk assessment; consultants Meridian and TRS engaged, with no conflicts of interest identified .

Equity Ownership

HolderShares Beneficially Owned% of ClassNotes
Kim Korth91,349<1%As of March 18, 2025; sole voting and investment power unless noted
Shares Outstanding27,845,336Record date March 21, 2025
  • Director Share Ownership Guidelines: Ownership equal to 4× the cash portion of annual retainer; 5-year accumulation; restricted from selling Company equity awards until guideline met .
  • Anti-hedging/anti-pledging: Directors prohibited from hedging and pledging Company stock .

Governance Assessment

  • Strengths: Independent status; long tenure; industry-operational expertise; rigorous pay-for-performance oversight; independent compensation consultants with no conflicts; strong shareholder support for Say-on-Pay (~99%) .
  • Alignment: Director equity grants and ownership guidelines promote alignment; anti-hedging/pledging policies reduce misalignment risk .
  • Monitoring: Committee meeting cadence appears robust; compensation outcomes reflected lower payouts in a challenging year—consistent with governance best practices .
  • RED FLAGS: None disclosed for related-party transactions in 2024 . Board reduced size due to retirements, which could concentrate committee workloads; continued vigilance on refresh and skills mix advisable .
  • Performance backdrop: 2024 net sales down 6.9%, operating loss ($0.38M), net loss ($16.5M); share price fell to $6.27 at year-end—underscores importance of disciplined incentives and oversight led by Compensation Chair .