Daniel Neary
VALMONT INDUSTRIESAbout Daniel P. Neary
Independent director of Valmont Industries, Inc. since December 2005; age 73. Former CEO (2004–2015), Chairman (to Jan 2018), and director (retired Jan 2021) of Mutual of Omaha; trained as an actuary with deep financial services and risk management experience. Currently chairs Valmont’s Human Resources Committee and serves on the Audit Committee; the board has determined he is independent under NYSE and company standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Mutual of Omaha | Chief Executive Officer; Chairman; Director | CEO 2004–2015; Chairman to Jan 2018; Director to Jan 2021 | Actuarial training and risk assessment experience; led a >$9B revenue enterprise (2021) |
External Roles
- No other current public company directorships disclosed for Neary in the latest proxy .
Board Governance
| Item | Detail |
|---|---|
| Valmont Board Service | Director since December 2005 |
| Independence | Independent; board determined all directors except CEO are independent |
| Committees | Human Resources Committee (Chair); Audit Committee member |
| Committee Activity | Audit Committee met 6 times (2024); Human Resources Committee met 4 times (2024); Governance & Nominating met 4 times (2024) |
| Board Attendance | Board met 5 times over 8 days; all directors attended ≥75% of board and committee meetings; all attended 2024 annual meeting |
| Lead Independent Director | Catherine J. Paglia; presides at executive sessions, approves agendas, can call independent director meetings |
| Executive Sessions | Independent directors meet in executive session at every board meeting |
| Related-party oversight | Audit Committee reviews/approves any material related person transactions per written policy |
| Notable immaterial transactions | Board determined purchases from a subsidiary of Peter Kiewit Sons’, Inc. were ordinary course and immaterial |
Fixed Compensation (Director)
| Component | 2024 Amount |
|---|---|
| Annual cash retainer | $95,000 |
| Committee chair fees | $15,000 (Human Resources Committee chair) |
| Committee member fees | $10,000 (non-chair Audit Committee member) |
| Total cash earned | $120,000 |
| RSU grant (annual) | $145,000 grant-date fair value; vests on first anniversary (subject to deferral) |
| Total 2024 | $265,000 |
| 2025 changes (approved Feb 2025) | RSU grant increased to $170,000; Audit Chair retainer to $25,000; HR/Governance Chair retainers to $17,500 |
| Director ownership guidelines | Must own ≥5× annual retainer within 5 years; hedging and pledging prohibited |
Performance Compensation (Director)
| Metric | Structure | Targets | Notes |
|---|---|---|---|
| Director equity | Time-vesting RSUs (1-year vest) | Not performance-based | Non-employee directors receive annual RSUs; no performance metrics disclosed for director pay |
Other Directorships & Interlocks
| Company | Role | Status |
|---|---|---|
| Mutual of Omaha | Board member | Prior; retired Jan 2021 |
- Board-level assessment of potential interlock risk: Valmont determined purchases from a subsidiary of Peter Kiewit Sons’, Inc. (where fellow director Richard A. Lanoha is CEO) were ordinary course and immaterial .
Expertise & Qualifications
- Actuarial training; financial services and risk management expertise .
- Strategic development leadership from large, complex enterprise (Mutual of Omaha) .
- Audit oversight alignment: background supports accounting and risk oversight; serves on Audit Committee .
Equity Ownership
| Metric | Amount |
|---|---|
| Total beneficial ownership (common) | 23,332 shares |
| Ownership % of outstanding | <1% (individuals not exceeding 1% unless indicated) |
| Unvested RSUs at FY2024 year-end | 585 units |
| Options | None disclosed for directors |
| Pledging/Hedging | Prohibited for directors and officers |
| Director ownership guidelines | ≥5× retainer; 5 years to comply |
Insider Trades (Form 4 – most recent)
| Filing Date | Transaction Date | Type | Shares | Post-Transaction Ownership | Link |
|---|---|---|---|---|---|
| 2025-04-30 | 2025-04-28 | A (Award) – Common Stock | 579 | 17,302 | |
| 2024-05-08 | 2024-05-06 | A (Award) – Common Stock | 585 | 16,723 |
Governance Assessment
- Board effectiveness: Neary provides actuarial and risk oversight strengths; as HR Committee Chair, he presides over compensation, succession, and human capital oversight. Committees are fully independent; HR Committee retains FW Cook as independent consultant with no company-side work (conflict-screened) . Attendance meets thresholds; executive sessions held each meeting; robust lead independent director role .
- Alignment and incentives: Director pay mix balanced between cash and annual RSUs with time vesting; director ownership guidelines (≥5× retainer) and anti-hedging/pledging policies support alignment . Annual say-on-pay support remains strong (95.5% in 2024), indicating positive investor sentiment toward compensation governance .
- Conflicts/related-party exposure: No Neary-specific related-party transactions disclosed; Audit Committee oversees and must pre-approve material related person transactions; board specifically flagged and deemed Kiewit-related purchases immaterial .
- Signals: 2025 increases to director RSU grant and chair retainers reflect market benchmarking; not a red flag given independent consultant input and peer alignment .
RED FLAGS: None disclosed specific to Neary (no related-party transactions, no hedging/pledging, attendance adequate). Monitor HR Chair role for continued independence and rigor in consultant oversight and performance metric calibration for executives .