Kenneth Knight
Simpson Manufacturing Co.About Kenneth Knight
Kenneth Knight is an independent director of Simpson Manufacturing Co., Inc. (SSD), serving since 2021 and age 64. He is the former CEO and director of Invitae Corporation (2022–2024), previously Invitae COO; earlier senior operating roles at Amazon (VP, Transportation Services; VP, Global Delivery & Fulfillment HR), Caterpillar, and General Motors, with current advisory involvement at the Georgia Tech President’s Advisory Board . He is independent per the Board’s categorical standards and currently chairs the Corporate Strategy & Acquisitions Committee and sits on the Audit & Finance Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Invitae Corporation | Chief Executive Officer; Director | Jul 2022–Aug 2024 | Led turnaround; prior COO (2020–2022). Note: Invitae filed Chapter 11 in Feb 2024 . |
| Amazon.com, Inc. | VP, Transportation Services; VP, Global Delivery & Fulfillment HR | 2016–2020 | Large-scale logistics, supply chain, and human capital leadership . |
| Caterpillar Inc. | Management positions | 2012–2016 | Industrial manufacturing operations/sourcing . |
| General Motors Company | Management positions | 2004–2012 | Automotive operations and supply chain . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Georgia Tech | President’s Advisory Board Member | Current | Advisory role supporting institutional strategy . |
Board Governance
- Independence: Board affirmatively determined Knight is independent; he has no material relationships beyond service as director/stockholder .
- Committee assignments: Chair, Corporate Strategy & Acquisitions; Member, Audit & Finance (current and as-nominated for 2025) .
- Attendance and engagement: In 2024, the Board held 6 meetings and committees held 33; all directors attended at least 82% of combined Board/committee meetings (except one director at 71%); 100% attendance at 2024 Annual Meeting . Average attendance across Board/committees was 91% .
- Executive sessions: Independent directors regularly meet in executive session without management .
- Board skills: Knight contributes Industrial manufacturing, M&A/strategic transactions, supply chain/logistics, and international perspective .
- Risk oversight: As Corporate Strategy & Acquisitions Chair, he oversees strategic plan development, acquisition/joint venture evaluations, and post-deal monitoring; as Audit & Finance member, he contributes to oversight of financial reporting and cybersecurity risk .
Fixed Compensation
| Component | Detail | Amount (USD) | Source |
|---|---|---|---|
| Annual Board Member Retainer | Cash | $75,000 | |
| Audit & Finance Committee Member Fee | Cash | $10,000 | |
| Corporate Strategy & Acquisitions Committee Member Fee | Cash | $7,000 | |
| Corporate Strategy & Acquisitions Committee Chair Retainer | Cash (paid in addition to member fee) | $10,000 | |
| 2024 Fees Earned or Paid in Cash (Actual) | Cash total received in 2024 | $99,690 | |
| 2024 Stock Awards (Vested Shares) | Grant of vested shares; valued at $173.89 per share on 4/30/2024 | $111,637 | |
| 2024 Total Director Compensation (Actual) | Cash + Stock | $211,328 |
Notes:
- Nonemployee directors receive an annual vested share grant of approximately $125,000; the 2024 per-share valuation was $173.89 (NYSE close 4/30/2024) .
- Director equity awards are fully vested upon grant; as of 12/31/2024, nonemployee directors held no unvested stock awards or options .
Performance Compensation
| Feature | Status | Metric/Terms | Source |
|---|---|---|---|
| Performance-linked equity for directors | Not used | Annual director equity grants are vested shares; no PSUs/options or performance metrics | |
| Hedging/Pledging policy | Prohibited for directors | No hedging or pledging of Company stock; anti-hedging/anti-pledging policy applies | |
| Clawback policy | Applies to executives (NEOs) | Section 10D-compliant recovery of erroneously awarded performance-based comp |
Other Directorships & Interlocks
| Category | Company | Role | Status |
|---|---|---|---|
| Current public company boards | — | — | None |
| Prior public company boards | Invitae Corporation | Director | Former |
| Compensation Committee interlocks | — | — | None in 2024; CLDC members all independent; no interlocking relationships with Simpson executives |
Expertise & Qualifications
- Industrial manufacturing, M&A/strategic transactions, and supply chain/logistics across automotive, industrials, and e-commerce .
- Public company executive leadership and governance experience (Invitae CEO/COO; senior roles at Amazon) .
- International operations and sourcing; customer and innovative growth .
- Board skills matrix shows Knight contributes across manufacturing, M&A, technology, international perspective, and enterprise risk .
Equity Ownership
| Metric | Value |
|---|---|
| Total beneficial ownership (as of Jan 31, 2025) | 3,314 shares |
| Ownership as % of shares outstanding | ~0.008% (3,314 / 41,974,436) |
| Unvested shares | None; nonemployee directors held no unvested awards at 12/31/2024 |
| Stock options | None outstanding |
| Shares pledged as collateral | Prohibited by policy |
| Director ownership guidelines | Nominating & CSR Committee monitors director stock ownership guideline compliance (specific multiples not disclosed) |
Governance Assessment
- Committee leadership: Chairing Corporate Strategy & Acquisitions signals active oversight of growth, capital deployment, and M&A—key for SSD’s multi-year strategy and post-ETANCO integration monitoring .
- Audit participation: Service on Audit & Finance strengthens Board financial literacy and cyber oversight; committee designated “financial experts” include other members (Andrasick/Donaldson/Drake), supporting robust oversight where Knight contributes operating rigor .
- Independence and attendance: Independent status with strong attendance culture (Board 91% average; all directors ≥82% except one) supports effective governance; Knight attended the 2024 Annual Meeting (100% director attendance) .
- Pay structure alignment: Director pay mix is balanced and modest—cash retainers plus vested shares; no options/performance equity; anti-hedging/pledging enhances alignment .
- Shareholder signals: 2024 Say-on-Pay support exceeded 99.5%, reflecting investor confidence in governance/compensation frameworks overseen by the Board and committees Knight serves on .
- Related-party conflicts: Company reports no related-party transactions requiring disclosure; robust review process by Nominating & CSR/Board mitigates conflict risk .
Red flags and risk indicators:
- Prior bankruptcy involvement via Invitae’s Chapter 11 (Feb 13, 2024) while Knight was CEO is a governance risk indicator to monitor for reputational/oversight sensitivity; no adjudications of securities law violations disclosed .
- Hedging/pledging prohibited; no pledging exposure disclosed .
- No compensation committee interlocks or related-party transactions disclosed, reducing structural conflict risks .
Potential implications for investors:
- Knight’s strategy/M&A chair role is material to SSD’s inorganic growth and capital allocation discipline; alignment with Audit oversight bolsters execution quality on acquisitions and integration .
- The Invitae bankruptcy history warrants ongoing evaluation of risk tolerance and turnaround approaches, but does not imply legal proceedings against Knight; Board’s evaluation and third-party assessments support effectiveness .