Joseph W. Reitmeier
About Joseph W. Reitmeier
Independent director at Watts Water Technologies since 2016, age 60, and designated by the Board as an SEC “Audit Committee Financial Expert.” Former EVP & CFO of Lennox International (2012–2023), he served as EVP & Advisor before retiring in February 2024; earlier finance leadership roles at Cummins and PolyOne underscore deep capital allocation and controls expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lennox International Inc. | EVP & Advisor | Jan 2024–Feb 2024 | Transition/advisory role before retirement |
| Lennox International Inc. | EVP & Chief Financial Officer | Jul 2012–Dec 2023 | Led finance; public company CFO experience |
| Lennox International Inc. | VP Finance, Commercial segment | 2007–Jul 2012 | Segment finance leadership |
| Lennox International Inc. | Director, Internal Audit | 2005–2007 | Internal controls and audit oversight |
| Cummins Inc. | Finance leadership roles | Not disclosed | Prior finance leadership experience |
| PolyOne Corporation | Finance leadership roles | Not disclosed | Prior finance leadership experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| — | — | — | No other public company directorships disclosed in the proxy biography |
Board Governance
- Independence: Board determined Reitmeier is independent under NYSE rules .
- Board structure: WTS is a NYSE “controlled company” (Horne family voting trust controls 68.3% voting power) but the Board states it does not rely on controlled-company exemptions and maintains a majority of independent directors .
- Lead Independent Director: David A. Dunbar (since July 2023) .
- Executive sessions: Non‑management directors meet in executive session at least quarterly .
- Attendance: In 2024, the Board met 7 times, and each incumbent director attended at least 75% of combined Board and committee meetings .
| Committee | Role | Chair? | Financial Expert? | 2024 Meetings |
|---|---|---|---|---|
| Audit Committee | Member | No (Chair: Merilee Raines) | Yes (designated as “audit committee financial expert”) | 5 |
| Governance & Sustainability Committee | Member | No (Chair: Michael J. Dubose) | — | 4 |
The Audit Committee’s remit includes external auditor oversight, internal controls, risk management, and cybersecurity review; Governance & Sustainability oversees director nominations, governance policy, Board/management evaluation, sustainability, and related person transactions .
Fixed Compensation
Policy and individual director pay are straightforward, emphasizing cash retainers and fixed-value equity grants (no meeting fees).
| Component | Amount/Detail |
|---|---|
| Annual cash retainer (non‑employee directors) | $85,000 |
| Additional LID retainer | $25,000 |
| Audit Committee Chair retainer | $20,000 |
| Compensation Committee Chair retainer | $15,000 |
| Governance & Sustainability Chair retainer | $12,500 |
| Annual equity grant (value target) | $130,000 |
| Meeting fees | None; out‑of‑pocket expenses reimbursed |
| Director Compensation (USD) | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash | $85,000 | $85,000 |
| Stock Awards (grant‑date fair value) | $132,996 | $131,518 |
| Total | $217,996 | $216,518 |
Additional equity grant details:
- 2024: Granted 678 Class A shares on Aug 5, 2024; awards “were not subject to vesting or any other conditions or restrictions” .
- 2024 deferral: Reitmeier elected to defer receipt of his 2024 stock award under the director stock deferral program .
- 2023: Granted 713 Class A shares on Jul 31, 2023 (unrestricted) .
Performance Compensation
Non‑employee director pay at WTS is not performance‑conditioned; equity is granted as fully vested stock.
| Performance Element | Used for Directors? | Detail |
|---|---|---|
| Annual cash bonus | No | Not part of director compensation |
| Performance‑based equity (PSUs/TSR metrics) | No | Annual director grants are fully vested stock with no performance conditions |
| Option awards | Not outstanding | “None of our non‑employee directors held any unvested stock awards or option awards as of Dec 31, 2024” |
Other Directorships & Interlocks
- Other public company directorships: None disclosed in proxy biography for Reitmeier .
- Compensation Committee interlocks: The company disclosed that no 2024 Compensation Committee member had relationships requiring disclosure; Reitmeier is not a Compensation Committee member .
Expertise & Qualifications
- Designated Audit Committee Financial Expert; prior CFO of a NYSE‑listed industrial company (Lennox) supports finance, controls, and capital markets oversight .
- Skills matrix highlights breadth relevant to WTS’s risk and strategy: Finance/Capital Allocation, M&A, Risk Management, International, Technology/Cybersecurity, Corporate Governance, and operational leadership among others (check‑marked for Reitmeier) .
Equity Ownership
| Ownership Detail (as of March 1, 2025) | Amount |
|---|---|
| Total beneficial ownership (Class A shares) | 11,172 shares |
| Directly held | 5,941 shares |
| Deferred shares (non‑employee director deferral program) | 5,231 shares |
| Percent of Class A | “*” (less than 1%) |
Ownership alignment safeguards:
- Stock ownership guideline: ≥3× annual cash retainer; guideline value was $255,000 for 2024; all non‑employee directors with ≥3 years on the Board were in compliance at end of Q2 2024 .
- Hedging/pledging: Company prohibits hedging, short sales, margin purchases, and pledging of company securities by directors .
Governance Assessment
-
Positives:
- Independent director with deep finance experience and designated as Audit Committee Financial Expert—valuable for audit and risk oversight .
- Committee engagement: Member of both Audit and Governance & Sustainability; committees met 5 and 4 times in 2024, respectively .
- Attendance: Met at least the ≥75% threshold in 2024 alongside all incumbents; Board met 7 times .
- Pay structure and alignment: Fixed cash plus fully vested equity; elected to defer 2024 equity, maintaining exposure while using company’s deferral framework .
- Ownership alignment: Company enforces 3× retainer guideline; directors with ≥3 years (including Reitmeier) were in compliance at Q2 2024; anti‑hedging/pledging policy strengthens alignment .
-
Watch items / structural factors:
- Controlled company with dual‑class structure (Class B 10:1 votes) concentrated under Horne family (68.3% voting power), and a Horne family member on the Board not deemed independent—potential overhang on minority shareholder influence despite stated non‑reliance on exemptions .
No related‑person transactions involving Reitmeier were disclosed in the proxy; Governance & Sustainability Committee oversees approval of any such transactions under a written policy .
Appendix: Director Equity Grant Mechanics (2024)
- 678 Class A shares granted Aug 5, 2024 to each non‑employee director; number of shares based on 30‑day trailing average; awards were unrestricted; non‑employee directors may elect to defer; Reitmeier elected deferral .