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Robert L. Reymond

Director at VALERO ENERGY CORP/TXVALERO ENERGY CORP/TX
Board

About Robert L. Reymond

Independent director appointed to Valero’s Board on September 18, 2025, and immediately assigned to the Nominating and Corporate Governance Committee. Most recently COO of the Energy Group and a board member at Burns & McDonnell (private), with extensive execution across refining, low‑carbon fuels, midstream/logistics, chemicals, and power; B.S. Mechanical Engineering (University of Missouri) and former officer in the U.S. Navy nuclear power program . Initial beneficial ownership reported via Form 3 indicated 450.85 common shares held directly .

Past Roles

OrganizationRoleTenureCommittees/ImpactSource
Burns & McDonnell, Inc. (private)COO, Energy Group; Board memberNot disclosedOversaw oil, gas & chemicals and power businesses; founded nuclear business
United States NavyOfficer, nuclear power programNot disclosedNuclear operations expertise

External Roles

OrganizationRoleTypeSource
Burns & McDonnell, Inc.Board memberPrivate (engineering, construction, consulting)

Board Governance

  • Committee assignment: Nominating and Corporate Governance Committee, effective September 18, 2025 .
  • Independence: Elected as an independent director; Valero committees are fully independent and related‑party transactions are reviewed by the Nominating and Corporate Governance Committee .
  • Director ownership policy: Non‑employee directors must hold ≥5x annual cash retainer; compliance window is 5 years .
  • Hedging/pledging: Directors are prohibited from hedging or pledging Valero stock .
  • Board engagement context: In 2024, Board meetings attendance was 100% and committee attendance averaged ~96% (aggregate); he was appointed after that period .

Fixed Compensation

ComponentAmount/DetailSource
Annual cash retainer (standard)$130,000
Pro‑rata cash retainer for initial service (Sept 18, 2025 → expected 2026 AGM)$97,500
Director equity (standard)Annual stock units valued at $200,000; vest at next AGM
Pro‑rata equity grant at election924 stock units; vest in full on first anniversary of grant
Meeting feesNone (retainer model)

Performance Compensation

Metric/InstrumentTermsVesting/ConditionsSource
Stock units (pro‑rata grant)924 unitsVest on first anniversary of grant; time‑based, no performance condition
Dividend equivalents on stock unitsCash paid at vest/holding expiration equal to cumulative dividends on underlying unitsPer program; applies to annual units
Deferral electionHistorically not permitted for initial election grants; annual units may elect 1‑year holding periodProgram design

Other Directorships & Interlocks

CompanyRelationshipInterlock/Conflict NotesSource
Burns & McDonnellFormer executive; board memberEngineering/consulting supplier in energy; any transactions with Valero would be subject to related‑party review by Nominating & Corporate Governance Committee
  • Watch item: Monitor for any Burns & McDonnell engagements with Valero; Valero discloses related‑party transaction reviews under its governance framework .

Expertise & Qualifications

  • Energy execution (refining, low‑carbon fuels, midstream/logistics, chemicals, power), complex project delivery, and nuclear operations experience .
  • Mechanical engineering education (University of Missouri) and Navy nuclear credentials; deep technical oversight capability .

Equity Ownership

CategoryDetailSource
Common shares held450.85 (direct)
Unvested stock units924 (granted at election; unvested until first anniversary)
Vested stock units0 (initial grant vests after one year)
Pledging/Hedging statusCompany policy prohibits directors from pledging or hedging Valero stock
Ownership guidelineMust reach ≥5x annual cash retainer; has 5 years to meet threshold

Insider Trades

DateFormTitle of SecurityAmountOwnership TypeSource
2025‑09‑22 (event 2025‑09‑18)Form 3Common Stock450.85Direct (D)

Governance Assessment

  • Strengths: Independent appointment to governance‑focused committee; extensive energy project and low‑carbon fuels background strengthens oversight in strategy, capital allocation, and operational risk .
  • Alignment: Equity paid in stock units and stringent director ownership guidelines enhance alignment; prohibition on hedging/pledging reduces misalignment risk .
  • Potential conflicts: Prior leadership and board role at Burns & McDonnell (energy EPC) warrant monitoring for supplier relationships; Valero’s related‑party transaction review resides with his assigned committee, which mitigates risk if disclosures occur .
  • Attendance/engagement: Newly appointed—no personal attendance data yet; Board historically exhibits high engagement (100% Board; ~96% committees in 2024) .
  • Shareholder sentiment context: Strong support for director elections at 2025 AGM (e.g., most nominees >93%); say‑on‑pay approval in 2025 was 74.78% for 2024 NEO compensation, signaling investors scrutinize pay rigor—relevant for governance oversight though not specific to him .