Katherine Murray
About Katherine Murray
Katherine Murray (age 62) is an independent director appointed to Westwood Holdings Group’s Board on March 6, 2025. She brings 33+ years of senior finance experience across energy and public accounting, is a CPA, and holds a B.B.A. from the University of St. Thomas. Her background includes interim CFO/financial consulting since 2018 and finance leadership roles at McDermott International and El Paso Corporation, as well as early-career public accounting at Arthur Andersen .
Past Roles
| Organization | Role | Tenure/Dates | Committees/Impact |
|---|---|---|---|
| McDermott International, Inc. | Finance leadership roles | Not disclosed | Financial reporting, tax, strategic planning |
| El Paso Corporation | Finance leadership roles | Not disclosed | Financial reporting, tax, strategic planning |
| Arthur Andersen | Public accounting | Early career | Audit, accounting foundation |
| Independent Consultant/Interim CFO | Financial consulting | Since 2018 | Advises on finance strategy, cost optimization, capital raises |
External Roles
| Organization | Role | Committees | Notes |
|---|---|---|---|
| Core Laboratories, Inc. (NYSE: CLB) | Director | Audit; Compensation | Global energy services; Murray serves on both audit and compensation committees |
Board Governance
- Independence: The Board affirmatively determined Murray is independent under SEC and NYSE rules; independent directors comprise a supermajority and all three standing committees are entirely independent .
- Committees (WHG): Standing committees are Audit, Compensation and Human Capital (CHC), and Governance/Nominating; 2024 chairs were Masterson (Audit), Norman (CHC), Bowman (Governance). Murray’s specific committee assignments at WHG were not disclosed in the 2025 proxy (she was appointed after the March 3, 2025 record date) .
- Attendance: In 2024, the Board held five meetings; all directors serving that year attended all Board and committee meetings (Audit: 5; CHC: 6; Governance: 4). Murray joined in 2025, so 2024 attendance is not applicable to her .
- Leadership structure: CEO and Chair roles separated; Richard M. Frank served as Chair in 2024 and is stepping down, with an independent Chair to be appointed at the 2025 Annual Meeting; executive sessions of non-management directors occur regularly .
- Risk oversight: Audit oversees financial reporting, compliance, cybersecurity; CHC oversees compensation and human capital (including DEI); Governance/Nominating oversees corporate governance and succession planning .
Fixed Compensation
| Component | Amount/Terms | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | $70,000 | Paid to each non-employee director |
| Chairman additional retainer | $20,000 | For Board Chair only |
| Committee chair fees | Audit: $15,000; CHC: $15,000; Governance: $10,000 | Additional annual retainers |
| Meeting fees | None | No per-meeting fees |
| Director equity award upon election/re-election | $95,000 grant-date value (restricted common stock); generally 12-month vest | $90,000 base + $5,000 if also serving on Westwood Trust Board |
| Stock ownership guidelines | Required; directors are to hold net vested shares until guidelines met | All non-employee directors were in compliance as of 2024; new directors are subject to holding requirements until compliant |
Performance Compensation
- None disclosed for directors; WHG’s director pay comprises fixed cash retainers and time-based restricted stock, not performance-linked metrics .
Other Directorships & Interlocks
| Person | External Board | Potential Interlock/Conflict | Assessment |
|---|---|---|---|
| Katherine Murray | Core Laboratories, Inc. | None disclosed with WHG clients/suppliers | No related-party transactions noted; standard multi-board service |
Expertise & Qualifications
- Finance and accounting expertise; CPA with extensive energy-sector leadership, financial reporting, tax, and strategic planning experience .
- Audit and compensation oversight experience at Core Laboratories (committee service) .
- Qualifications align with Audit Committee financial skill needs and compensation oversight governance at WHG .
Equity Ownership
| Date | Shares Beneficially Owned | Source | % of Outstanding |
|---|---|---|---|
| 2025-04-30 (post-award) | 5,690 | SEC Form 4 (Award; common stock) | ≈0.06% (5,690 / 9,379,675 shares outstanding as of 2025-03-03) |
- Vested vs. unvested: Director restricted stock awards generally vest after 12 months; specific vest schedule for Murray’s grant not explicitly disclosed but director awards follow one-year vesting by policy .
- Hedging/pledging: Hedging and short sales prohibited for executives and directors; dividends on unvested restricted stock accrue and are paid only upon vesting .
Insider Trades (Director)
| Filing Date | Transaction Date | Form | Type | Security | Shares | Price | Post-Transaction Holdings | Link |
|---|---|---|---|---|---|---|---|---|
| 2025-04-24 | 2025-03-05 | 3 | Initial Statement | Common Stock | — | — | — | |
| 2025-05-23 | 2025-04-30 | 4 | A – Award | Common Stock | 5,690 | $0.00 | 5,690 |
Governance Assessment
- Strengths: Independence affirmed; deep finance/accounting expertise suited for Audit and CHC oversight; external committee experience enhances board effectiveness; director ownership aligns interests via equity grants and ownership guidelines .
- Compensation governance: CHC uses independent consultant (McLagan); clawback policy; double-trigger change-in-control for CEO; no tax gross-ups; prohibits repricing; equity vesting safeguards—positive signals for investor confidence .
- Attendance/engagement: Board and committees had 100% attendance in 2024 among serving directors; Murray joined in 2025, with engagement expectations set via governance guidelines and executive sessions .
- Conflicts/related-party exposure: No Murray-specific related-party transactions disclosed; company-level related-party framework reviewed and overseen by independent directors; existing disclosures note GAMCO sub-advisory revenues and preferred-rate internal accounts with safeguards and approvals—no impairments to independence identified .
- RED FLAGS: None specific to Murray disclosed; no pledging or hedging; no attendance issues; no director-specific pay anomalies. Monitoring point: clarify WHG committee assignments post-2025 Annual Meeting to assess role-specific oversight breadth .