Angela Strzelecki
About Angela Strzelecki
Independent director at Thermon Group Holdings (THR) since September 2022; age 58 as of the 2025 annual meeting; 2.9 years of service. She is an experienced chemicals/pharmaceuticals executive with a PhD in chemistry (Penn State) and a BS in chemistry (King’s College). She currently serves as CTO and Head of Product Management for the Health & Pharmaceutical division at Roquette Frères (following IFF Pharma divestiture), and previously led IFF Pharmaceutical Solutions and DuPont Pharmaceutical Solutions globally. Thermon’s Board has determined she is independent under NYSE and SEC rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| International Flavors & Fragrances (IFF) | President, Pharmaceutical Solutions | 2021–2025 | Led global specialty pharma excipients business after DuPont spin-off; diversified end-markets experience |
| DuPont de Nemours | Global Business Director, Pharmaceutical Solutions | 2018–2021 | Oversaw pharma business unit; roles across operations, marketing, corporate planning, R&D since 1992 |
| DuPont | Various roles in operations, marketing, corporate planning, R&D | 1992–2018 | Cross-functional leadership in global industrial/health end-markets |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Roquette Frères (private) | Chief Technology Officer & Head of Product Management, Health & Pharmaceutical | 2025–Present | Role followed acquisition of IFF’s Pharmaceutical Solutions division |
| Public company boards | — | — | No current public company directorships disclosed in THR proxy bio |
Board Governance
- Board/committee roles:
- Human Capital Management & Compensation (HCMC) Committee: Chair
- Finance Committee: Member
- Nominating & Corporate Governance (N&CG) Committee: Member
- Committee activity (FY2025 meetings): Audit 5; HCMC 4; Finance 5; N&CG 4
- Independence: Board determined Dr. Strzelecki is independent; all four standing committees comprised solely of independent directors in FY2025
- Attendance: Each director attended ≥75% of Board/committee meetings and attended the 2024 annual meeting
- Board structure and practices relevant to investors: Independent Chairman (since Nov-2023), regular executive sessions of independent directors, proxy access, no poison pill, anti-hedging/anti-pledging policies, robust stock ownership guidelines, clawback policy
Fixed Compensation (Director)
| Component | FY2025 Amount | Notes |
|---|---|---|
| Annual cash retainer (Board member) | $70,000 | Paid quarterly; no meeting fees |
| Committee chair fee (HCMC Chair) | $20,000 | Paid quarterly |
| Total cash (Strzelecki) | $90,000 | Matches retainer + chair fee |
| Annual equity retainer (target) | $95,000 | Granted quarterly; 100% vested at grant |
| Equity actually granted (Strzelecki) | $94,947 | Comprised of 722 (4/1/24), 798 (7/1/24), 805 (10/1/24), 825 (1/1/25) shares; each valued at $23,750 grant-date, immediate vesting |
| Total (Strzelecki) | $184,947 | 51.3% equity / 48.7% cash proportion implied by line items |
Performance Compensation (Oversight Signals via HCMC)
Thermon’s FY2025 executive incentive design overseen by HCMC (chaired by Strzelecki):
- Short-Term Incentive Program (STIP) metrics/weights: Revenue (30%), Adjusted EBITDA (60%), ESG (10%). FY2025 payout factor: 76.0% of target (Company achieved 3/3 ESG targets; revenue/EBITDA below target).
- Long-Term Incentive mix for executives: 35% time-vested RSUs; 65% PSUs split between Adjusted EBITDA (35%) and ROIC (30%). Annual targets set each year for three-year PSU cycles; earned tranches vest at end of 3-year period.
- Clawback policy compliant with Dodd-Frank; anti-hedging and anti-pledging policies in place.
- Independent compensation consultant (Mercer) engaged; HCMC determined no conflicts; active shareholder outreach; 2024 Say-on-Pay approval ~97%.
FY2025 STIP performance detail:
| Metric | Threshold | Target | Max | Actual | Resulting % of Target | Weight | Weighted Earned |
|---|---|---|---|---|---|---|---|
| Revenue ($MM) | 485.8 | 539.8 | 593.8 | 491.6 | 55.4% | 30.0% | 16.6% |
| Adjusted EBITDA ($MM) | 104.8 | 116.4 | 128.0 | 108.4 | 65.7% | 60.0% | 39.4% |
| ESG Metrics (safety, diverse slates, new hire turnover) | 1 Target Achieved | 2 Targets Achieved | 3 Targets Achieved | 3 Targets Achieved | 200.0% | 10.0% | 20.0% |
| Total | — | — | — | — | — | — | 76.0% |
Notes: FY2025 STIP payout to eligible executives at ~76% of target based on results above.
Other Directorships & Interlocks
| Category | Disclosed Details |
|---|---|
| Current public company boards | None disclosed in THR proxy biography |
| Committee interlocks | None; HCMC members (including Chair Strzelecki) were non-employees; no interlocking relationships disclosed |
Expertise & Qualifications
- Deep operating leadership in global specialty chemicals/pharmaceuticals (DuPont/IFF/Roquette), spanning R&D, operations, marketing, product, and corporate planning.
- Advanced technical credentials: PhD in Chemistry (Penn State); BS in Chemistry (King’s College).
- Governance experience via public company board service at Thermon; independent status; oversight roles across compensation, finance, and governance committees.
Equity Ownership
| Item | Value |
|---|---|
| Total beneficial ownership (shares) | 10,534 |
| Shares outstanding (Record Date Jun 6, 2025) | 33,243,095 |
| Ownership as % of outstanding | ~0.03% (10,534 / 33,243,095) |
| Vested vs. unvested | Director equity retainers were fully vested at grant date; no unvested director awards disclosed |
| Options | No director option grants disclosed for FY2025; director compensation delivered as cash + fully vested stock awards |
| Shares pledged as collateral | Prohibited by policy; anti-pledging and anti-hedging policies in force |
| Director stock ownership guideline | 4x annual cash retainer ($280,000 guideline); 5-year compliance window; all non-exec directors met or are within the window as of record date |
Governance Assessment
- Strengths supporting investor confidence:
- Independent director; chairs HCMC and serves on Finance and N&CG, aligning her scientific/operations background with oversight of pay, capital allocation, and governance.
- Strong compensation governance: clear STIP/PSU metrics (Revenue, Adjusted EBITDA, ROIC, ESG), clawback policy, anti-hedging/anti-pledging, independent consultant (Mercer), robust SoP support (~97% in 2024).
- Attendance and engagement: directors met ≥75% participation and attended the 2024 annual meeting; committees were active (Audit 5; HCMC 4; Finance 5; N&CG 4).
- No related-party transactions or committee interlocks involving Strzelecki disclosed.
- Board best practices: Independent Chair, executive sessions, proxy access, no poison pill, stock ownership guidelines for directors.
- Potential watch items:
- Director equity awards vest immediately at grant for non-exec directors; while common for small-cap industrials, immediate vesting reduces holding-period incentives—mitigated by strict ownership guidelines and anti-hedging/pledging policies.
- As HCMC Chair, continued monitoring of metric rigor is key; FY2025 STIP paid at 76% amid below-target revenue/EBITDA but maximum ESG—investors may scrutinize ESG calibration and weighting if financial underperformance persists.
Overall: Strzelecki’s independence, technical-operating depth, and active committee leadership—especially as HCMC Chair with strong Say-on-Pay results—support governance quality and alignment. No conflicts, pledging, or related-party exposure were disclosed.