Tony Christianson
About Tony Christianson
Tony Christianson, age 72, is an independent director of Titan Machinery Inc. serving since January 2003, with governance roles on the Governance/Nominating and Compensation Committees. He is Chairman of Cherry Tree Companies (investment banking and wealth management), managing partner of Adam Smith Companies, LLC, and a director of MetaFarms, Inc. (private SaaS for animal protein production), bringing deep finance, investment, acquisition strategy, and public company governance experience to TITN’s board . The Board has affirmatively determined he is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cherry Tree Companies | Chairman | Since 1981 | Investment banking and wealth management leader; seasoned perspective on financing, investment and acquisition strategies |
| Adam Smith Companies, LLC | Managing Partner | Not disclosed | Holding company investing across companies; Christianson’s control creates ownership alignment via TITN shareholding |
| MetaFarms, Inc. (private) | Director | Not disclosed | SaaS for animal protein; governance experience in ag-tech adjacency |
External Roles
| Organization | Role | Current/Prior | Notes |
|---|---|---|---|
| Cherry Tree Companies | Chairman | Current | Minneapolis-based investment banking/wealth management |
| Adam Smith Companies, LLC | Managing Partner | Current | Controls 180,000 TITN shares via entity; Christianson disclaims beneficial ownership beyond pecuniary interest |
| MetaFarms, Inc. | Director | Current | Privately-held SaaS provider |
Board Governance
- Independence and attendance: Board deems seven of nine directors independent, including Christianson; independent directors meet in regular executive sessions. Each director attended at least 75% of Board/committee meetings in FY2025, and 8 of 9 had 100% attendance; all directors attended the 2024 annual meeting .
- Committees and chairs (FY2025):
- Audit: Richard Mack (Chair), Stan Erickson, Christine Hamilton, Jody Horner
- Governance/Nominating: Christine Hamilton (Chair), Frank Anglin, Tony Christianson, Richard Lewis
- Compensation: Jody Horner (Chair), Frank Anglin, Tony Christianson, Richard Lewis
- Lead Independent Director: Stan Erickson, with defined responsibilities; Board can extend age-based retirement case-by-case and did so for Erickson in FY2025 .
Fixed Compensation
| Component | FY2025 | Notes |
|---|---|---|
| Annual cash retainer | $55,000 | Paid quarterly in arrears |
| Committee chair fees | $0 | Christianson was not a chair |
| Meeting fees | $0 | Not used; retainer-based structure |
| Lead Independent Director fee | $0 | Not applicable |
| Total cash fees (FY2025) | $55,000 | Per director compensation table |
Performance Compensation
| Equity Award | Grant Date | Shares | Grant-date Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| Restricted stock | 06-03-2024 | 4,396 | $80,000 (4,396 × $18.20) | Vests at next annual meeting (time-based) | Directors must hold restricted shares during service; may sell only to cover taxes up to allowed limits |
- Performance metrics tied to director compensation: None disclosed; non-employee director equity grants are time-based, not performance-based .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for Christianson in TITN’s proxy; Board skills matrix indicates “Other Public Company Board Experience” for Christianson without listing current boards . |
| Private/Non-profit boards | MetaFarms, Inc. (private) |
| Compensation Committee interlocks | None: no member (including Christianson) was an officer/employee or had Item 404 related-party relationships in FY2025; no cross-board interlocks with executives of other companies . |
Expertise & Qualifications
- Financial services and investment banking; acquisition and operating strategies; public company regulatory compliance; investor relations .
- Board skills matrix shows strengths in executive leadership, industry knowledge, finance/accounting, strategy, governance/compliance, risk management, and technology/data security; tenure indicated as 18 years in matrix (bio states service since 2003) .
Equity Ownership
| Item | Amount | As-of Date | Notes |
|---|---|---|---|
| Total beneficial ownership | 240,599 shares; 1.04% of class | 04-10-2025 | Includes 180,000 shares held by Adam Smith Companies, LLC; Christianson may be deemed to share beneficial ownership via control but disclaims except to pecuniary interest . Also includes 4,396 restricted shares subject to forfeiture . |
| Ownership guidelines | Directors must hold ≥4× annual cash retainer; restricted stock must be held during service, with limited tax-sale exception | ||
| Compliance status | As of FY2025 close, all senior officers and directors except Anglin, Lewis, and Larsen met guidelines (Christianson included) | ||
| Hedging/pledging | Prohibited for directors and officers; short sales, options, and speculative transactions barred |
Governance Assessment
- Board effectiveness: Christianson’s dual committee memberships (Compensation and Governance/Nominating) provide direct influence over executive pay design, stock ownership guidelines, ESG oversight, succession planning, and related-party transaction controls; Compensation Committee met four times, Governance/Nominating met four times in FY2025, and Audit met nine times, indicating active oversight cadence .
- Independence and engagement: Explicit independent status; strong attendance culture and executive sessions support robust oversight .
- Alignment: Material personal and affiliated ownership (240,599 shares, including Adam Smith Companies’ 180,000) paired with director equity grants and strict ownership/anti-hedging policies signal alignment with shareholders .
- Potential conflicts/related-party exposure:
- RED FLAG watchpoint: Affiliated ownership via Adam Smith Companies, LLC could create perceived conflicts; however, TITN’s Governance/Nominating Committee reviews all related party transactions, none involving Christianson were disclosed for FY2025 (only an employment matter involving Chairman’s family member) .
- Shareholder sentiment: Say-on-pay received 96.65% approval at 2024 annual meeting, suggesting investor confidence in compensation governance processes overseen by committees including Christianson .
Overall signal: Christianson brings deep capital markets and governance expertise, holds committee roles central to board effectiveness, and maintains ownership alignment under strong anti-hedging and ownership policies. Monitoring affiliated shareholdings via Adam Smith Companies remains prudent, but no related-party transactions involving Christianson were disclosed in FY2025 .