Kevin Schuyler

About Kevin Schuyler

Kevin Schuyler, age 54, is a Class III director of Twin Vee PowerCats Co. (VEEE) serving since 2022 with his current term expiring at the 2027 annual meeting . He is the Board’s Lead Independent Director, chairs both the Audit and Compensation Committees, and serves on the Nominating & Corporate Governance Committee; he is designated the Audit Committee Financial Expert under Regulation S‑K . Schuyler is a CFA charterholder; he graduated with honors from Harvard College and holds an MBA from the University of Virginia Darden School . Professionally, he is Managing Director at CornerStone Partners (~$26B under management), and previously served as CIO at The Nature Conservancy; earlier roles include the Chicago Board of Trade (Louis Dreyfus Corporation) and McKinsey & Company .

Past Roles

External Roles

Board Governance

• Independence: The Board determined Schuyler is “independent” under Nasdaq and SEC Rules 10A‑3 and 10C‑1 .
• Leadership: CEO serves as Board Chair; Schuyler is Lead Independent Director, providing counterbalance to combined CEO/Chair structure .
• Committee assignments:
  • Audit Committee: Chair; all members independent; charter on website; Schuyler is Audit Committee Financial Expert .
  • Compensation Committee: Chair; all members independent .
  • Nominating & Corporate Governance Committee: Member .

Policies enhancing oversight:

• Related-Party Transaction Policy overseen by Audit Committee, with detailed approval/ratification procedures and independence considerations for directors .
• Anti-hedging/anti-pledging policy prohibits directors from hedging or pledging company stock .

Fixed Compensation

• Structure change: Following the November 26, 2024 Forza merger, the Board moved from meeting/committee fees to annual retainers; Schuyler’s annual retainer set at $100,000 for his roles (Lead Independent Director, Audit Chair, Compensation Chair, Nominating member) .
• 2024 cash actually earned: $84,500, paid quarterly in arrears and prorated for partial quarters as applicable .

Historic context (pre-merger): Prior to November 26, 2024, non-employee director compensation included base annual fee and separate committee/member/chair fees ($5,000 base; Audit $4,000 member/$12,000 chair; Compensation $4,000 member/$10,000 chair; Nominating $3,000 member/$5,000 chair) .

Performance Compensation

• Equity grants: Non-employee directors serving in 2023 received options for 5,500 shares under the 2021 Plan; these vested upon issue on August 16, 2024 .
• Forza option conversion: On November 26, 2024, Schuyler’s previously issued Forza options (5,500 shares, granted Aug 11, 2022) converted into options for 3,364 Twin Vee shares and vested upon issue .
• Option awards recognized in 2024: $1,551 (grant-date fair value per the Director Compensation Table) .
• Outstanding options (aggregate) as of Dec 31, 2024: 14,364 .

Note: Strike prices/expirations for director-specific grants are not disclosed in the director section; no PSU/RSU or performance metric-based director equity was disclosed .

Other Directorships & Interlocks

• Interlocks/conflicts: No related-party transactions involving Schuyler were disclosed in the Company’s related-party section (which lists leases and services tied to other executives) .

Expertise & Qualifications

• Lead Independent Director with dual chair roles (Audit and Compensation), providing governance leverage in oversight of financial reporting and pay practices .
• Audit Committee Financial Expert designation under Regulation S‑K Section 407 .
• CFA charterholder; Harvard College (honors); MBA, UVA Darden .
• Deep investment office leadership (CornerStone Partners; prior CIO at The Nature Conservancy) .

Equity Ownership

Beneficial ownership as of October 15, 2025 (record date: 2,237,299 shares outstanding) :

Governance Assessment

Positive signals:

• Strong independence and governance roles: Schuyler is independent, Lead Independent Director, and chairs Audit and Compensation, enhancing board oversight in financial reporting and pay .
• Audit expertise: Formal designation as Audit Committee Financial Expert supports robust financial controls and reporting quality .
• Attendance/engagement: The Board and committees met regularly in 2024 (Board 7; Audit 4; Compensation 4; Nominating 1), and each current director met ≥75% attendance thresholds, indicating consistent participation .
• Policies: Anti-hedging/anti-pledging policy and related-party transaction review framework help align interests and mitigate conflicts; Audit Committee reviews related-party dealings .

Watch items / potential red flags:

• Low personal share ownership: Schuyler beneficially owns <1% of shares outstanding (9,688 total including near-term exercisable options), which may limit economic alignment versus larger holders .
• Compensation mix shift: Move to a higher fixed cash retainer ($100,000) for director roles post-merger increases guaranteed pay versus prior per-meeting/committee fees; equity awards for directors were minimal in 2024, potentially dampening at-risk alignment .
• Board structure: CEO serves as Board Chair; while mitigated by a Lead Independent Director, combined roles can concentrate authority and warrant continued monitoring of independent oversight .
• Reincorporation proposal: Board’s proposal to convert from Delaware to Nevada increases statutory protections for directors/officers and may reduce certain stockholder rights (e.g., higher removal thresholds, broader exculpation), a governance environment change that investors should evaluate; while not director-specific, Schuyler’s leadership role implies influence on governance posture .

Overall, Schuyler’s audit and compensation leadership, independence, and financial expertise are positives for board effectiveness; his relatively small ownership and the Company’s governance shift considerations (Nevada reincorporation; CEO/Chair combination) are the key governance angles to monitor .