Kenneth M. Parent
About Kenneth M. Parent
Kenneth M. Parent (age 66) is Vice Chairman and an independent director of Westrock Coffee Company (WEST), appointed to the Board in 2024 with a Class I term expiring in 2026. He previously served as President of Pilot Flying J (2014–Dec 31, 2020), EVP/COO (2013–2014), and SVP of operations, marketing and HR (2001–2013); he later served as Special Advisor to Pilot’s Chairman/CEO (Jan 2021–Feb 2023). Parent holds an MBA and a bachelor’s in marketing from San Diego State University and is designated an Audit Committee financial expert; he sits on WEST’s Audit & Finance and Compensation Committees and serves as independent Vice Chairman with agenda and information-flow oversight responsibilities.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Pilot Flying J | President | 2014–Dec 31, 2020 | Oversaw HR, technology, finance, real estate, construction; led strategic initiatives. |
| Pilot Flying J | EVP/COO | 2013–2014 | Led operations; enterprise oversight. |
| Pilot Flying J | SVP Operations, Marketing & HR | 2001–2013 | Managed store/restaurant operations, marketing, sales, transportation, supply/distribution. |
| Pilot Flying J | Special Advisor to Chairman/CEO | Jan 2021–Feb 2023 | Strategic advisory function post-operator role. |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BJ’s Wholesale Club | Director | Current | Not disclosed. |
| Hollywood Feed | Director | Current | Not disclosed. |
Board Governance
- Independence: Board determined Parent is independent under Nasdaq rules; also independent for Audit Committee.
- Roles: Vice Chairman (named Nov 5, 2024) with responsibilities to review/approve agendas and oversee information quality/timeliness to the Board; strengthens independent oversight alongside Lead Independent Director (R. Brad Martin).
- Committees: Audit & Finance; Compensation. Audit & Finance met 17 times in FY2024; Compensation met 5 times; all directors attended at least 75% of Board/committee meetings and attended the 2024 annual meeting.
- Governance structure: Board size increased to 11 in Nov 2024; HF Investors agreed not to exercise their director designation rights so long as Parent remains on the Board—codified in the Investor Rights Agreement amendment.
- Hedging/Pledging Policy: Hedging and unapproved pledging prohibited; currently no officer/director/nominee has pledged company shares.
Fixed Compensation
| Component | Amount ($) | Vesting/Notes |
|---|---|---|
| Annual cash retainer (non-employee directors) | 60,000 | Standard cash retainer. |
| Annual equity retainer (non-employee directors) | 90,000 | Vests on one-year anniversary of grant. |
| Vice Chairman additional annual equity grant | 260,000 | Vests on one-year anniversary of grant. |
| Committee chair fees | Audit & Finance: 20,000; Compensation: 15,000; Nominating & Corporate Governance: 15,000 | Parent is not a committee chair. |
| Deferred comp plan (directors) | Equity fees may be deferred | Cash fees not eligible for deferral. |
2024 (actual reported compensation for Parent):
| Year | Cash Fees ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| 2024 | 30,000 | 351,492 | 381,492 |
- One-time onboarding RSU grant of $350,000 in connection with Nov 2024 appointment, vesting on June 6, 2025.
Performance Compensation
- Directors do not have performance-based incentive metrics; equity awards are time-based (annual director equity retainer and Vice Chairman grant).
Other Directorships & Interlocks
| Company | Sector/Relationship to WEST | Role/Notes |
|---|---|---|
| BJ’s Wholesale Club | Retail; no WEST-related transactions disclosed | Director. |
| Hollywood Feed | Retail; no WEST-related transactions disclosed | Director. |
Expertise & Qualifications
- Audit Committee financial expert; deep finance and operations experience from large-scale multi-unit retail and logistics (Pilot Flying J).
- Senior leadership across HR, technology, finance, real estate, construction; strategic initiatives execution.
- MBA and bachelor’s in marketing (San Diego State University).
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Beneficial ownership (common) | 62,735 shares | Less than 1% of total voting power. |
| Unvested RSUs as of Dec 31, 2024 | 49,716 units | Vest June 6, 2025 (onboarding grant). |
| Shares pledged as collateral | None | Company policy prohibits unapproved pledging; none currently. |
Insider Trades
| Date | Type | Shares | Filing/Notes |
|---|---|---|---|
| Dec 2, 2024 | Open-market purchase | 62,735 | Filed late on Dec 6, 2024; noted as a delinquent Section 16(a) report. |
Governance Assessment
- Strengths: Independent Vice Chairman role enhances agenda-setting and information oversight; dual committee membership (Audit & Finance, Compensation) with Audit Committee financial expert designation supports robust oversight; majority equity-based director pay aligns with shareholder interests (2024: ~$351k equity vs $30k cash).
- Independence & Attendance: Board-level determination of independence; all directors met minimum attendance thresholds and attended the 2024 annual meeting, indicating baseline engagement.
- Conflicts/Related Parties: No related-party transactions disclosed involving Parent; broader related-party items involve Ford family and investor groups, reviewed and approved by Audit & Finance Committee under policy.
- Policies: Prohibitions on hedging/pledging and no director perquisites or post-retirement benefits; director equity can be deferred, enhancing long-term alignment.
- Red flags: Late Section 16(a) filing for the Dec 2, 2024 share purchase (filed Dec 6, 2024) — modest compliance lapse to monitor for recurrence.