Deborah McKeithan-Gebhardt
SENSIENT TECHNOLOGIESAbout Deborah McKeithan-Gebhardt
Deborah McKeithan-Gebhardt (age 66) has served on Sensient’s Board since 2014 and is an independent director. She currently chairs the Finance Committee and serves on the Executive, Nominating & Corporate Governance, and Scientific Advisory Committees. A former CEO, President, COO, and General Counsel in energy (oil & gas), she brings deep experience in strategic planning, risk management, finance, HR/compensation, regulatory/compliance, and legal affairs; education includes a B.S. in Business Administration and a J.D., summa cum laude .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tamarack Petroleum Company, Inc. | CEO, President, and COO | 2019–2021 | Led strategic planning, risk management, finance, HR/comp, regulatory/compliance, and legal affairs . |
| Tamarack River Resources, LLC | CEO | 2009–2021 | Oversaw management of oil & gas interests; majority-owned subsidiary of Tamarack Petroleum . |
| Tamarack Petroleum Company, Inc. | President & COO | 2009–2019 | Operational leadership across risk, finance, HR/comp, compliance, legal . |
| Tamarack Petroleum Company, Inc. | Vice President & General Counsel | 1991–2009 | Legal and compliance leadership . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Troika Ventures, LLC | Manager | 2021–present | Manages purchase/sale of oil & gas royalty interests . |
| Marquette University Law School | Advisory Board | Not disclosed | Advisory role (date not provided) . |
Board Governance
- Committee assignments: Finance Committee (Chair); Executive Committee; Nominating & Corporate Governance Committee; Scientific Advisory Committee .
- Independence: Board determined McKeithan-Gebhardt to be independent under NYSE and SEC rules and company criteria .
- Attendance and engagement:
- Board met 6 times in 2024; she attended 100% of Board meetings .
- Committees on which she served met: Executive (2), Finance (4), Nominating & Governance (5), Scientific Advisory (2); she missed one Executive Committee meeting .
- Overall estimated attendance: 18 of 19 total meetings (94.7%) computed from disclosed counts and one Executive Committee absence .
- Lead Independent Director: Role held by Dr. Joseph Carleone (not McKeithan-Gebhardt) .
- Executive sessions: Independent directors held four executive sessions in 2024 .
Fixed Compensation
| Component | Amount | Detail |
|---|---|---|
| Cash fees (2024) | $109,100 | Includes Board, committee member, and chair retainers . |
| Stock awards (2024) | $100,003 | Grant date 4/25/2024; grant-date fair value $69.64/share; restricted stock vests 1/3 at each of the first three annual meetings after grant . |
| All other compensation (2024) | $6,000 | Charitable matching program participation . |
| Total (2024) | $215,103 | Sum of components . |
| Standard non-employee director annual cash retainer | $91,600 | Unchanged since 2018 . |
| Standard annual director restricted stock value | $111,000 | Increased from $100,000 effective as of the 2025 Annual Meeting . |
| Committee chair/member retainers | $8,000–$25,500 (chair); $2,000–$13,500 (member) | Range varies by committee workload/meetings; Finance Chair eligible for chair retainer within this range . |
Performance Compensation
- No performance-linked director compensation disclosed; directors receive time-based restricted stock awards (no options outstanding for directors). Restricted stock vests 1/3 at each of the first three annual meetings after grant; there are no disclosed performance metrics for director equity awards .
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Other public company directorships | None . |
| Interlocks | Company disclosed no Compensation Committee interlocks or insider participation for 2024 (members were independent and had no Item 404 relationships) . |
Expertise & Qualifications
- Core credentials: Former CEO/President/COO/GC in energy; expertise across strategic planning, risk management, financial management, HR/compensation/benefits, regulatory/compliance, and legal affairs .
- Education: B.S. in Business Administration (Cardinal Stritch University); J.D., summa cum laude (Marquette University Law School) .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Beneficial ownership (shares) | 20,522 | As of February 14, 2025 . |
| Shares outstanding (company) | 42,437,618 | As of February 27, 2025 . |
| Ownership (% of shares outstanding) | ~0.05% | Computed from 20,522 / 42,437,618; no director owns ≥1% . |
| Unvested restricted stock (year-end 2024) | 2,603 shares | Outstanding unvested stock awards (no options outstanding) . |
| “Hold-to-retirement” and ownership guidelines | Must hold at least 75% of future awards (net of taxes) until separation; directors must hold shares valued at ≥5× annual retainer after five years . | |
| Hedging/pledging | Explicitly prohibited for officers and non-employee directors since 2010 . |
Note: Using the footnote closing price of $71.23 on Feb 14, 2025, approximate value of her beneficial holdings is ~$1.46 million (20,522 × $71.23), which exceeds the 5× retainer guideline threshold of ~$458,000 (5 × $91,600), indicating strong alignment; calculation based on disclosed numbers, not an explicit compliance determination .
Governance Assessment
- Strengths for investor confidence:
- Independent director with multi-committee service and Finance Committee chair role overseeing capital structure, derivatives/FX, insurance, benefit plan financial management, and buybacks—relevant to capital allocation discipline .
- Strong attendance (missed one Executive Committee meeting) and full Board attendance; active engagement across governance and scientific advisory oversight .
- No related-party transactions or material interests disclosed; Board-wide related-party screening noted .
- Robust director ownership program, “hold-to-retirement” policy, and anti-hedging/pledging rules reinforcing alignment .
- Potential watch items:
- As Finance Committee Chair, concentration of oversight on capital structure and hedging increases influence; continued monitoring of committee outputs (e.g., repurchase, leverage, hedging practices) advisable .
- One Executive Committee absence noted; not material but tracked for continuity .