Preston Correll
About Preston H. Correll
Independent director at UTG, Inc. since December 2018; age 44 in the 2025 proxy (43 in 2024; 42 in 2023). Background as co-founder of Marksbury Farm Market and owner-operator of St. Asaph Farm (sustainable farming and natural meats), with longstanding philanthropic involvement via Friends of the Good Samaritans; no formal education credentials disclosed. Independence affirmed by the Board (seven of eight directors independent in 2025; eight of nine in 2024; eight of ten in 2023), which explicitly includes Preston H. Correll .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Marksbury Farm Market | Co-founder | Not disclosed | Entrepreneurial operator in sustainable meats |
| St. Asaph Farm | Owner-operator (sustainable farming) | Not disclosed | Focus on sustainable farming and raising natural meat |
| UTG, Inc. | Director | Since Dec 2018 | Independent director |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Friends of the Good Samaritans | Board member | Since 2003 (involvement) | Philanthropic board service |
| Good Samaritan School (Delhi, India) | Involvement | Since 2003 | Longstanding engagement; not a corporate directorship |
Board Governance
- Independence: Board determined Preston H. Correll is independent (2025, 2024, 2023) .
- Committee memberships: Audit Committee consists of Molnar, Harmon, Cortines; Compensation Committee consists of Darden, Cortines, Ochs (2024 committee: Darden, Dayton, Ochs). Preston H. Correll is not listed on these committees .
- Board activity and attendance: Board met five times in 2024 and five times in 2023; Audit Committee met four times (2024 and 2023); Compensation Committee met once (2024 and 2023). In 2023, all directors attended at least 75% of board and committee meetings except April R. Chapman (60%); in 2024, all directors attended at least 75% (shareholder meeting attendance exceptions noted) .
| Governance Item | 2023 | 2024 | Notes |
|---|---|---|---|
| Board meetings held | 5 | 5 | |
| Audit Committee meetings | 4 | 4 | |
| Compensation Committee meetings | 1 | 1 | |
| Director meeting attendance threshold | ≥75% for all except Chapman (60%) | ≥75% for all directors | Preston meets threshold per proxy statements |
| Audit Committee membership | Molnar, Harmon, Cortines | Molnar, Harmon, Cortines | Preston not a member |
| Compensation Committee membership | Darden, Dayton, Ochs | Darden, Cortines, Ochs | Preston not a member |
Fixed Compensation
- Policy: Outside directors receive an annual $5,000 retainer and $2,500 per meeting attended; compensation is paid in UTG common stock, valued at market price on or around December 20 for the year. Reasonable travel expenses reimbursed in cash. Employee directors receive no director compensation (other than travel expense reimbursement) .
| Policy Element | Value | Source |
|---|---|---|
| Annual retainer (outside directors) | $5,000 (paid in stock) | Compensation of Directors |
| Per-meeting fee (outside directors) | $2,500 (paid in stock) | Compensation of Directors |
| Valuation date | Close of business Dec 20 (or next business day) | Compensation of Directors |
| Travel expenses | Reimbursed in cash | Compensation of Directors |
| Preston H. Correll – Director Compensation | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Fees Earned or Paid in Cash ($) | — | 0 | 0 |
| Stock Awards ($) | 15,000 | 17,496 | 17,500 |
| All Other Compensation ($) | 0 | 3,500 | 5,000 |
| Total ($) | 15,000 | 20,996 | 22,500 |
| Stock award valuation (per share) | $25.06 | $30.01 | $28.09 |
| Other Compensation description | Consulting services for management enrichment | Consulting services for management enrichment | Consulting services for management enrichment |
Performance Compensation
| Metric / Feature | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Performance-based director pay metrics (PSUs, TSR, EBITDA, ESG, etc.) | Not disclosed; director pay comprised of stock retainer and per-meeting stock | Not disclosed; director pay comprised of stock retainer and per-meeting stock | Not disclosed; director pay comprised of stock retainer and per-meeting stock |
No performance-contingent structures are disclosed for non-employee director compensation; mix is retainer plus per-meeting stock awards .
Other Directorships & Interlocks
| Company/Organization | Type | Role | Potential Interlock/Exposure |
|---|---|---|---|
| UTG, Inc. | Public | Director since Dec 2018 | N/A |
| Friends of the Good Samaritans | Non-profit | Board member | Philanthropic; no commercial interlock disclosed |
| Marksbury Farm Market | Private | Co-founder | No UTG transaction disclosed |
Expertise & Qualifications
- Entrepreneurial operator in sustainable agriculture and natural meat production; co-founder of Marksbury Farm Market .
- Longstanding philanthropic board engagement with Friends of the Good Samaritans (India) .
- Independent director tenure since 2018, with consistent meeting attendance threshold met per proxy disclosures .
Equity Ownership
| Ownership Item | 2023 (as of Apr 10, 2023) | 2024 (as of May 1, 2024) | 2025 (as of Apr 30, 2025) |
|---|---|---|---|
| Beneficial ownership (shares) | 2,276 | 2,859 | 3,482 |
| Percent of class | <1% | <1% | <1% |
| Shares outstanding (basis) | 3,187,708 | 3,169,527 | 3,154,657 |
- Note: Includes 3 shares held in street name for Preston H. Correll (disclosed in ownership footnotes) .
- No pledging, hedging, options, RSUs/PSUs, or guideline compliance disclosures for directors are provided; ownership appears entirely in common stock .
Governance Assessment
- Alignment and Independence: Independent status affirmed across proxies; director compensation paid in stock (retainer and per-meeting) fosters some alignment despite modest absolute ownership (<1%) .
- Committee Role and Board Effectiveness: Not serving on Audit or Compensation Committees limits direct oversight impact; committee compositions feature independent members and an identified audit committee financial expert (Molnar), with regular meeting cadence (Audit: 4; Comp: 1) .
- Attendance and Engagement: Board met five times in both 2023 and 2024; proxies state directors met ≥75% attendance thresholds (exception noted for another director in 2023), indicating baseline engagement .
- RED FLAGS:
- Other Compensation: Consulting payments to Preston as a sitting independent director ($3,500 in 2023; $5,000 in 2024) for “management enrichment” may present perceived conflict or independence optics concerns; the Board nevertheless classifies him as independent .
- Concentrated Control Context: UTG’s controlling shareholder (Jesse T. Correll) and related entities hold majority ownership, shaping governance dynamics; while not a direct conflict for Preston, it frames board independence considerations broadly .