Valerie F. Schimel
WATSCOAbout Valerie F. Schimel
Valerie F. Schimel, 46, has served on Watsco’s Board since 2022 after joining the Company’s Advisory Board in 2019; she is a Class B Director and serves on the Strategy Committee. She is an entrepreneur (founder/CEO of Munchkin Fun LLC; founder of Joju LLC) and President of the Albert H. and Jane D. Nahmad Family Foundation; she is the daughter of Chairman & CEO Albert H. Nahmad .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Watsco, Inc. | Advisory Board Member | 2019–2022 | Precursor to board service; supports next-generation succession planning |
| Watsco, Inc. | Director (Class B) | 2022–present | Strategy Committee member |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Munchkin Fun LLC | Founder & CEO | Not disclosed | Florida’s largest digital parenting publication |
| Joju LLC | Founder | Not disclosed | Producer/marketer of fashion-forward sun protective clothing |
| Albert H. and Jane D. Nahmad Family Foundation | President | Not disclosed | Youth/education focus; family foundation |
Board Governance
| Item | Detail |
|---|---|
| Board class/term | Class B Director; standing for election to term expiring at 2028 annual meeting |
| Committee assignments | Strategy Committee (member) |
| Independence status | Not listed among independent directors; Board identified independent directors as Alvarez, Custer, Dickins, Tapella, Lopez‑Blazquez |
| Attendance | 100% of Board and committee meetings for all directors in 2024 |
| Controlled company context | Watsco is a controlled company; as a group, Chairman & CEO, President, and Valerie F. Schimel controlled 53.6% of combined voting power as of the record date |
Fixed Compensation (Director)
| Year | Cash Retainer ($) | Committee/Chair Fees ($) | Option Awards ($) | Total ($) |
|---|---|---|---|---|
| 2024 | $0 | $0 | $0 | $0 |
Director compensation approach: Awards to non‑management directors are granted “from time to time” as stock options at the Chairman’s discretion (after consultation with the Compensation and Nominating & Governance Committees); options vest over 2 years and expire after 5 years. No tax gross‑ups for directors; directors reimbursed for reasonable expenses; Lead Independent Director receives no extra pay; management directors receive no Board compensation .
Performance Compensation (Director Equity)
| As of 12/31/2024 | Outstanding Options (Count) | Intrinsic Value |
|---|---|---|
| Valerie F. Schimel | 4,000 | $854,440 |
| Director Equity Program Terms | Term |
|---|---|
| Vesting | 2-year vesting for director stock options |
| Expiration | 5-year option term |
| Hedging/Pledging | Prohibited for directors and NEOs |
| Ownership guideline | Minimum $100,000 in Watsco equity for each director; compliance required within 2 years; all directors/NEOs in compliance as of 12/31/2024 |
Equity Ownership
| Holder | Common Shares | % of Common | Class B Shares | % of Class B | Combined Voting Power | Notes/Breakdown |
|---|---|---|---|---|---|---|
| Valerie F. Schimel | 5,494 | <1% | 241,448 | 4.3% | 2.7% | Common consists of 1,494 shares held by the Family Foundation and 4,000 shares issuable upon exercise of presently exercisable options; Class B consists of 174,360 shares held by the Family Foundation and 67,088 shares directly owned |
| Policy flags | — | — | — | — | — | Hedging and pledging of Watsco shares prohibited for directors |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed in Watsco’s 2025 proxy |
| Interlocks / shared roles | Shares Family Foundation board voting power with other family members, including A.J. Nahmad, as disclosed in ownership footnotes |
Expertise & Qualifications
| Skill/Experience | Evidence |
|---|---|
| Entrepreneurial | Skills matrix lists entrepreneurial experience; biography cites founding of two businesses |
| Technology & Innovation | Identified in Board skills matrix |
| Cybersecurity | Identified in Board skills matrix |
| Social/Management/Leadership | Identified in Board skills matrix |
| Financial reporting/internal controls | Not indicated for Schimel in skills matrix |
Governance Assessment
- Alignment/engagement: 100% attendance for all directors in 2024; Schimel serves on the Strategy Committee, aligning with stated focus on long-term planning .
- Ownership alignment: Holds 241,448 Class B shares (4.3% of Class B) and 5,494 common (including 4,000 issuable options); all directors met ownership guidelines as of 12/31/2024; hedging/pledging prohibited—positively aligned with shareholder interests .
- Compensation structure: No cash or equity grant recorded for 2024; program pays directors via options from time to time with 2-year vest/5-year term; no tax gross-ups—generally shareholder-friendly, though discretion-based timing concentrates power in Chairman’s hands .
- Independence and conflicts:
- RED FLAG: Not independent under NYSE standards; not included among the Board’s independent directors .
- RED FLAG: Family relationship to Chairman & CEO (daughter) and role as President of the Nahmad Family Foundation with significant shareholdings; as a group, Chairman & CEO, President, and Schimel controlled 53.6% voting power—raises entrenchment and related‑party oversight concerns .
- Mitigations: Related‑party transactions are pre‑approved by the Audit Committee under a formal policy; directors prohibited from hedging/pledging .
- Committee balance: Schimel is not on the Audit, Compensation, or Nominating & Governance Committees (all composed solely of independent directors), which helps preserve independent oversight of sensitive areas .
No related‑party transactions specifically involving Schimel were disclosed; the proxy’s only related‑party transaction noted involved legal services from a firm affiliated with another director and was Audit Committee approved .
Notes on Data Availability
- The proxy does not disclose director‑specific grant dates, strike prices, or vesting schedules beyond the general director option program terms; no director meeting‑by‑meeting attendance is provided (aggregate data only) .