Antoine Doumet
About Antoine M. Doumet
Antoine M. Doumet, age 64, is a private businessman and investor who has served on USLM’s board since 1993, as Vice Chairman from 1993–2005 and Chairman since 2005 . The board determined he is independent under Nasdaq rules, noting he is the brother of George M. Doumet, who indirectly owns all shares of Inberdon, USLM’s controlling shareholder .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| United States Lime & Minerals, Inc. | Director | 1993–present | Long-serving director, continuity of governance |
| United States Lime & Minerals, Inc. | Vice Chairman | 1993–2005 | Board leadership pre-Chair era |
| United States Lime & Minerals, Inc. | Chairman of the Board | 2005–present | Independent Chairman; leads board oversight |
External Roles
- No other public company directorships disclosed in the proxy for Mr. Doumet .
Board Governance
- Independence: Board determined Mr. Doumet is independent under Nasdaq rules despite familial ties to the controlling shareholder (Inberdon) .
- Committee assignments and chair roles:
- Nominating & Corporate Governance Committee: Chairman; all members independent .
- Compensation Committee: Member; committee composed of independent directors .
- Executive Committee: Chairman; empowered within board policy to act between full board meetings .
- Audit Committee (not a member): Oversees financial reporting, internal control, disclosure, cybersecurity, and reviews/approves related-party transactions; all members independent and financial experts .
- Meetings and attendance:
- 2024 meetings: Board (7), Nominating (5), Audit (6), Compensation (4); Executive Committee did not meet .
- Attendance: Each director attended at least 75% of aggregate board and applicable committee meetings; all directors attended the 2024 annual meeting .
- Executive sessions: Independent directors meet in executive session in conjunction with each regularly scheduled quarterly board meeting .
- Insider trading policy: Prohibits short selling, hedging, and pledging of company stock; includes blackout and preclearance for insiders .
- Related-party oversight: Audit Committee administers policies for related-party transactions, including those involving Inberdon; considers arm’s-length terms and may seek independent fairness opinions .
Fixed Compensation
- Director fee schedule (non-employee directors):
- Annual cash retainer: $20,000
- Per diem meeting fee: $1,500
- Telephonic meeting fee: $1,000
- Chair fees: Audit Chair $10,000; Compensation Chair $5,000 (no fee disclosed for Nominating Chair)
| Component (2024) | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 41,000 |
Notes:
- Non-employee directors annually elect either 9,000 stock options or 3,000 restricted shares at election/re-election; options vest immediately, restricted stock vests in six months .
Performance Compensation
- Equity selection policy for directors: Annual choice of 9,000 options vs 3,000 restricted stock, time-based vesting (no performance metrics tied to director equity grants) .
| Equity Compensation (2024) | Grant Type | Grant Value ($) | Vesting |
|---|---|---|---|
| Annual Director Grant (election/re-election) | Stock Options | 324,432 | Options vest immediately |
Other Directorships & Interlocks
- Public company boards: None disclosed for Mr. Doumet .
- Interlocks/Related parties: Mr. Doumet is the brother of George M. Doumet, who indirectly owns all shares of Inberdon, which holds 61.68% of USLM’s common stock; audit committee reviews transactions with Inberdon for conflicts and arm’s-length terms .
Expertise & Qualifications
- Background: Extensive management, operational, and engineering experience from education and oversight of private businesses, including operations similar to USLM’s .
Equity Ownership
| Data Point | Value |
|---|---|
| Shares Outstanding (Record Date 3/14/2025) | 28,620,799 |
| Beneficial Ownership (Antoine M. Doumet) | 203,000 shares, including 105,000 options exercisable within 60 days |
| Ownership % of Class | Less than 1% |
| Options Outstanding (Non-Employee Director) | 105,000 |
| Pledging/Hedging | Company policy prohibits hedging and pledging |
Say-on-Pay & Shareholder Feedback
| Proposal (Annual Meeting 5/2/2024) | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| Advisory vote to approve executive compensation | 4,699,643 | 518,424 | 2,959 | 488,200 |
| Election of A. M. Doumet as Director (2024 slate) | 4,134,200 | 1,086,826 | — | 488,200 |
Governance Assessment
- Strengths:
- Independent Chair role with long tenure; structured committee leadership (Nominating Chair, Executive Chair; Compensation member) .
- Robust audit committee oversight of related-party transactions and explicit insider trading prohibitions (including hedging/pledging) .
- Documented attendance threshold and executive sessions for independent directors .
- Risks/RED FLAGS:
- Controlling shareholder relationship (Inberdon at 61.68%) via Mr. Doumet’s brother introduces potential influence and related-party exposure; while independence is formally affirmed, perceived independence risk remains; mitigation rests on audit committee process and arm’s-length safeguards .
- Alignment:
- Equity compensation via options suggests director shareholder alignment; Mr. Doumet held 105,000 options outstanding and beneficial ownership of 203,000 shares (including options) as of March 14, 2025 .
- Shareholder sentiment:
- Strong say-on-pay support in 2024 (approx. 90%+ of votes cast in favor excluding broker non-votes), which generally reflects confidence in compensation governance; director election support for Mr. Doumet was lower relative to peers, potentially reflecting investor sensitivity to control considerations .
Overall: Governance processes (committee oversight, independence determinations, insider trading policy) are documented and active. The primary governance watchpoint is the family tie to the controlling shareholder and any related-party activity with Inberdon—investors should monitor audit committee disclosures and approvals for transactions, along with continued independence affirmation and director election vote trends over time .