Kristine Campbell
U-Haul Holding Co /NV/About Kristine Campbell
Kristine K. Campbell is General Counsel of U‑Haul Holding Company, serving in this role since May 12, 2023; she is 50 years old as of July 2, 2025 and has been with the company since 2011, previously Director of Litigation (2020–May 2023) and Associate/Assistant General Counsel before that . She holds a J.D. from Brooklyn Law School (2003) and an undergraduate degree from Connecticut College; prior to U‑Haul she was on the class‑action legal team at Greenberg Traurig LLP in Phoenix . U‑Haul’s pay‑versus‑performance disclosure identifies Moving & Storage EBITDA and peer-group TSR linkage for NEOs; the company emphasizes conservative compensation not directly tied to specific benchmarks, which frames the performance lens for executive pay broadly rather than formulaically .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| U‑Haul Holding Company | General Counsel | May 2023–present | Leads corporate legal function, continuity after GC succession; oversight across litigation and compliance . |
| U‑Haul Holding Company | Director of Litigation | 2020–May 2023 | Managed enterprise litigation, strengthened legal risk management . |
| U‑Haul Holding Company | Associate/Assistant General Counsel | 2011–2020 | Built institutional knowledge, supported commercial and corporate legal matters . |
| Greenberg Traurig LLP | Class action & commercial litigation attorney | 2002–2011 | Complex litigation experience relevant to U‑Haul’s nationwide operations . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public company directorships or committee roles disclosed in company filings or press releases for Campbell . |
Fixed Compensation
| Component | 2023 | 2024 | 2025 | Notes |
|---|---|---|---|---|
| Base salary ($) | Not disclosed | Not disclosed | Not disclosed | Campbell is not listed among NEOs in the Summary Compensation Table; company discloses compensation for NEOs only . |
| Target bonus (%) | Not disclosed | Not disclosed | Not disclosed | Company has no established bonus plan for NEOs; bonuses are discretionary, based on subjective criteria; no plan terms disclosed for Campbell . |
| Actual bonus ($) | Not disclosed | Not disclosed | Not disclosed | Discretionary bonus decisions are made by the Compensation Committee/President; SCT does not include Campbell . |
| Stock awards (RSUs/PSUs) | None disclosed for Campbell | None disclosed for Campbell | None disclosed for Campbell | In FY2025, the company did not grant equity interests to NEOs other than through the ESOP; no separate executive equity program implemented . |
| Option awards | None disclosed | None disclosed | None disclosed | No option grants to NEOs in FY2025; options require Board approval under plans; no grants referenced for Campbell . |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Discretionary bonus (company-wide approach) | Not formulaic | Not applicable | Not applicable | Discretionary | Not applicable |
| Moving & Storage EBITDA (Pay vs Performance disclosure context) | Identified as most important financial performance measure linking CAP for PEO/non‑PEO NEOs in recent years | Not disclosed | Not disclosed | Not disclosed | Not applicable to Campbell specifically |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (shares) | Not disclosed for Campbell; stock ownership table covers Directors and NEOs, and does not list Campbell’s individual holdings . |
| Ownership % of outstanding | Not disclosed for Campbell; table provides class‑level percentages for listed holders only . |
| Vested vs. unvested shares | Not disclosed . |
| Options (exercisable/unexercisable) | No option grants disclosed for Campbell; FY2025: none granted to NEOs . |
| ESOP participation | ESOP available on the same terms to all employees; equity interests granted to NEOs only via ESOP in FY2025 . |
| Hedging/pledging policy | Company does not maintain a policy prohibiting directors, officers, and employees from entering into transactions designed to hedge company stock; plan prohibits pledging or transfer of Awards (options/SARs) themselves . |
| Ownership guidelines | Company has not implemented a specific policy requiring officers to own company stock . |
Employment Terms
| Term | Disclosure |
|---|---|
| Appointment effective date | May 12, 2023 (succeeded retiring GC Laurence De Respino) . |
| Contract term/expiration | Not disclosed in filings . |
| Severance provisions | Not disclosed; no employment agreement terms for Campbell provided . |
| Change‑of‑control | Stock option plan provides double‑trigger vesting for options/SARs upon termination without Cause or for Good Reason within 24 months post‑CIC; Committee may cash‑out/cancel/assume awards; no present intent to grant awards under 2025 Plan . |
| Non‑compete / non‑solicit | 2025 Plan permits Award Agreements to condition awards on restrictive covenants (non‑competition, confidentiality, non‑solicitation) and forfeiture upon breach; applies if awards are made . |
| Clawback policy | Executive Officer Clawback Policy adopted in 2023, compliant with SEC/NYSE rules; recovers erroneously awarded performance‑based compensation after restatements . |
| Insider trading policy | Insider trading policy set out in Code of Ethics; company processes aim to promote compliance; filings note no prohibition on hedging transactions . |
Say‑on‑Pay & Shareholder Feedback
- 2023 advisory vote on NEO compensation: more than 98% approval; Compensation Committee made no changes for FY2025 based on strong support .
- Frequency: Stockholders approved triennial say‑on‑pay; next advisory vote scheduled for the 2026 annual meeting .
Compensation Committee Analysis
- Compensation Committee membership: James E. Acridge, John P. Brogan, Roberta R. Shank; all independent under NYSE rules; committee met five times in FY2024 and oversees the clawback policy .
- Controlled company status: U‑Haul is a “controlled company” under NYSE rules; Compensation Committee is not required to determine/approve all executive compensation, though the company maintains independent committees voluntarily .
Investment Implications
- Alignment and selling pressure: Absence of disclosed individual equity grants/options for Campbell and reliance on broad‑based ESOP suggests limited near‑term insider selling pressure tied to vesting; lack of ownership guidelines and allowance of hedging transactions are potential alignment risk flags compared to peers with stricter policies .
- Incentive design: Compensation approach is conservative and largely discretionary, with no formulaic performance targets disclosed for Campbell; company’s pay‑versus‑performance framework for NEOs highlights Moving & Storage EBITDA, but Campbell’s pay is not in scope of these disclosures, reducing direct pay‑for‑performance visibility for investors .
- Retention/contract risk: No severance, non‑compete, or change‑of‑control cash economics disclosed for Campbell; while the 2025 Stock Option Plan contains double‑trigger protections and restrictive covenants for awards, the Board indicates no present intent to grant options, limiting both retention hooks and CIC windfalls tied to equity .
- Governance context: Controlled company status and strong say‑on‑pay support (98%) indicate stable governance sentiment; nonetheless, the absence of hedging prohibitions and lack of ownership requirements are notable governance variances that may warrant monitoring .
Sources for background and education: U‑Haul press release and coverage . Executive officer listing and tenure: DEF 14A . Appointment: Form 8‑K 5.02 . Compensation philosophy, SCT coverage, ESOP, hedging policy, clawback, and plan terms: DEF 14A . Pay‑versus‑performance: DEF 14A . Say‑on‑pay: DEF 14A . Controlled company: DEF 14A .