Spencer Abraham
URANIUM ENERGYAbout Spencer Abraham
Spencer Abraham (age 72) is UEC’s independent non-executive Chairman, serving as Chairman since March 2017 (Executive Chairman Oct 2015–Mar 2017; Advisory Board Chair Dec 2012–Oct 2015). He is a former U.S. Secretary of Energy (2001–2005) and U.S. Senator for Michigan (1995–2001), with a Juris Doctor from Harvard Law School and undergraduate studies at Michigan State University, bringing deep policy and regulatory expertise to the board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. Department of Energy | Secretary of Energy | 2001–2005 | Led U.S. energy security policy; oversaw Strategic Petroleum Reserve; nuclear energy policy; U.S.–Russia HEU nonproliferation |
| U.S. Senate (Michigan) | U.S. Senator | 1995–2001 | National legislative experience; energy and regulatory exposure |
| UEC Advisory Board | Chairman | Dec 2012–Oct 2015 | Advisory oversight prior to board chairmanship |
| UEC Board | Executive Chairman | Oct 2015–Mar 2017 | Transition leadership, strategic support |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The Abraham Group LLC | Chairman & CEO | Ongoing | Strategic consulting firm (Washington, D.C.) |
| Two Harbors Investment Corp. (NYSE: TWO) | Director | Since May 2014 | Mortgage REIT board experience |
| PBF Energy Inc. (NYSE: PBF) | Director | Since Oct 2012 | Downstream energy; legal/regulatory expertise |
| NRG Energy, Inc. (NYSE: NRG) | Director | Since Dec 2012 | Power generation; energy markets |
| Occidental Petroleum (NYSE: OXY) | Former Director | 2005–May 2020 | Upstream oil & gas governance |
| Areva Inc. (U.S. subsidiary) | U.S. Chairman | Prior | Nuclear industry exposure |
| GenOn Energy, Inc. | Director | Jan–Dec 2012 | Acquired by NRG in 2012 |
Board Governance
- Independence: The Board determined Spencer Abraham is independent under NYSE American listing standards; he serves as independent non-executive Chairman .
- Attendance: Board met six times in FY2024; Abraham attended 100% of Board meetings, and all directors attended 100% of their committee meetings .
- Committees: Abraham is not listed as a member of the Audit, Compensation, Corporate Governance & Nominating, or Sustainability Committees; these are chaired and populated by other independent directors .
- Time commitments: UEC’s Director Time Commitments Policy limits the non-executive Chairman to four public boards; all directors were in compliance as of May 28, 2025 .
Fixed Compensation
| Component (FY2024 unless noted) | Amount | Details |
|---|---|---|
| Cash Retainer (Chairman) | $170,000 | FY2024 and FY2025 Chair retainer set at $170,000 |
| RSU Grant (7/26/2024) | $137,503 | RSUs grant-date fair value at $5.49 per share; vest over 36 months (equal annual tranches on 7/26/2025, 2026, 2027) |
| Stock Options (7/26/2024) | $136,437 | Options grant; Black-Scholes assumptions; exercise price $5.49; vest over 24 months |
| Total Director Compensation (FY2024) | $443,940 | Sum of cash, RSUs, options for Spencer Abraham |
Performance Compensation
- No performance-based (metric-conditioned) compensation is disclosed for directors; equity grants (RSUs, options) are time-based with stated vesting schedules .
Other Directorships & Interlocks
| Company | Sector Relation to UEC | Potential Interlock/Conflict Notes |
|---|---|---|
| NRG Energy (Power generation) | Potential downstream consumer of nuclear fuel via power markets | No related-party transactions involving Abraham disclosed; Audit Committee reviews related-party matters |
| PBF Energy (Refining) | Broader energy sector | No related-party transactions involving Abraham disclosed |
| Two Harbors (Mortgage REIT) | Financial, unrelated to uranium | No related-party transactions involving Abraham disclosed |
The proxy discloses a related-party transaction with Blender Media (controlled by a family member of the CEO) for $28,384 in FY2024; no related-party transactions are attributed to Abraham .
Expertise & Qualifications
- Government & Public Policy: Extensive leadership and regulatory experience (DOE Secretary; Senator), valuable for operating in complex regulatory environments .
- Public Company Board Experience: Long tenure on multiple public boards across energy and power sectors .
- International & Governance: Experience with international energy relationships and corporate governance oversight .
Equity Ownership
| Ownership Element | Amount | Notes |
|---|---|---|
| Total Beneficial Ownership | 817,196 shares | Less than 1% of outstanding shares (444,349,147 outstanding as of May 28, 2025) |
| Directly Owned Shares | 676,524 | Direct holdings |
| Options Exercisable/Convertible ≤60 days | 132,324 | Included for beneficial ownership calculation |
| RSUs Vesting ≤60 days | 8,348 | Included for beneficial ownership calculation |
| Total Director Options Held (7/31/2024) | 165,705 | Aggregate options held by Abraham |
| Unexercisable Options (implied) | 33,381 | Derived: 165,705 total – 132,324 exercisable ≤60 days |
| Pledging/Hedging | Prohibited | Company Anti-Hedging and Anti-Pledging Policy prohibits directors from hedging or pledging company securities |
Governance Assessment
-
Strengths:
- Independent Chair with deep regulatory expertise enhances oversight and stakeholder engagement; Board independence affirmed for Abraham .
- Strong attendance (100%) indicates engagement and board effectiveness .
- Independent compensation consultant (GGA) engaged; non-executive director compensation reviewed; no tax gross-ups; clawback policy in place; anti-hedging/anti-pledging policy covering directors .
- Say-on-pay support was ~97% in 2024, indicating investor endorsement of compensation governance .
-
Watch items:
- Multiple external board roles (NRG, PBF, TWO) elevate time-allocation risk; mitigated by stated time-commitment policy compliance as of May 28, 2025 .
- Equity awards are time-based (RSUs, options) for directors; absence of performance conditions is common in market but reduces explicit pay-for-performance linkage for director compensation .
-
RED FLAGS:
- None disclosed specific to Abraham; company discloses no material legal proceedings involving directors, and no related-party transactions involving Abraham . The only related-party transaction disclosed pertains to services from Blender Media (CEO’s family member), overseen by Audit Committee .
Director Compensation Detail (FY2024)
| Metric | Amount | Vesting/Terms |
|---|---|---|
| Cash Fees (Chair Retainer) | $170,000 | Annual retainer for non-executive Chair |
| RSU Grant-Date Fair Value | $137,503 | $5.49/sh; 3-year equal vesting (2025–2027) |
| Option Grant-Date Fair Value | $136,437 | Strike $5.49; 2-year vesting; Black-Scholes assumptions disclosed |
| Total | $443,940 | FY2024 total compensation |
Committee Assignments, Chair Roles, and Independence
- Role: Independent non-executive Chairman of the Board .
- Committee Assignments: None listed for Abraham; committee membership and chairs are other independent directors (Audit: Kong (Chair), Compensation: Della Volpe (Chair), Governance & Nominating: Ballesta (Chair), Sustainability: Canty (Chair)) .
- Independence: Board determined Abraham independent under NYSE American rules .
Policies and Investor Alignment
- Clawback: Adopted Nov 20, 2023; applies to incentive compensation recovery in case of restatement .
- Anti-Hedging/Pledging: Prohibits directors from hedging or pledging UEC securities, enhancing alignment .
- Say-on-Pay: 2024 advisory vote ~97% in favor, supporting governance confidence .
Related Party & Conflicts Review
- Related Party Transactions: FY2024 services with Blender Media ($28,384) linked to CEO’s family; no Abraham-related transactions disclosed; Audit Committee oversees related-party review .
- Legal/Regulatory: No material legal proceedings involving directors; no SEC/commodity regulatory sanctions disclosed for directors in last ten years .
Summary Signals for Equity Research
- Independent Chair with superior regulatory network, 100% attendance, and robust governance policies (clawback; anti-hedging/pledging) bolster investor confidence .
- Director pay mix is balanced between cash and time-based equity; absence of performance metrics for director awards is typical but merits monitoring for alignment .
- External energy board roles can be beneficial for information flow but require continued oversight under time-commitment policy; currently in compliance .