EDWARD B. CLOUES, II - Corporate Board Profile

AMREP CORP.

Filing Date	Source Excerpt
2007-08-23	EDWARD B. CLOUES, II, age 59, has been a director of the Company since 1994 and currently serves as the Chairman of the Board... The current members of the Compensation and Human Resources Committee are Messrs. Cloues, Karabots (Chairman) and Russo... The current members of the Executive Committee are Messrs. Cloues, Karabots and Russo. Mr. Cloues is Chairman of the Board and of the Committee... Director Compensation table shows Edward B. Cloues, II total compensation as $250,100.
2008-08-20	EDWARD B. CLOUES, II, age 60, has been a director of the Company since 1994 and currently serves as the Chairman of the Board. ... The members of this Committee are Messrs. Cloues, Karabots (Chairman) and Russo, and it held six meetings during the last fiscal year. ... The current members of the Executive Committee are Messrs. Cloues, Karabots and Russo. ... 2008 Director Compensation ... Edward B. Cloues, II 227,000 227,000.
2009-08-14	EDWARD B. CLOUES, II, age 61, has been a director of the Company since 1994 and currently serves as the Chairman of the Board. ... The following table summarizes the compensation earned by the Company's directors for fiscal 2009: Edward B. Cloues, II 226,000
2010-08-17	EDWARD B. CLOUES, II, age 62, has been a director of the Company since 1994 and currently serves as the Chairman of the Board... The current members of the Executive Committee are Messrs. Cloues, Karabots and Russo... The members of this Committee are Messrs. Cloues, Karabots (Chairman) and Russo... The following table summarizes the compensation earned by the Company’s directors for fiscal 2010: Edward B. Cloues, II 226,000
2011-08-12	EDWARD B. CLOUES, II, age 63, has been a director of the Company since 1994 and currently serves as the Chairman of the Board. ... The current members of the Executive Committee are Messrs. Cloues, Karabots and Russo. Mr. Cloues is Chairman of the Board and of the Executive Committee ... The members of this Committee are Messrs. Cloues, Karabots (Chairman) and Russo, and during the last fiscal year it held four formal meetings and met periodically on an informal basis. ... The following table summarizes the compensation earned by the Company’s directors for fiscal 2011: ... Edward B. Cloues, II 249,500 249,500.
2012-08-29	EDWARD B. CLOUES, II, age 64, has been a director of the Company since 1994 and currently serves as the Chairman of the Board. He also serves as a director of Hillenbrand, Inc. and as a director and Chairman of the Board of each of Penn Virginia Corporation and PVR GP, LLC, the General Partner of PVR Partners, L.P.... Additionally, Edward B. Cloues, II is paid an annual fee of $135,000 for his services as Chairman of the Board and of the Executive Committee... The following table summarizes the compensation earned by the Company’s directors for fiscal 2012: Edward B. Cloues, II 230,000
2013-08-15	EDWARD B. CLOUES, II, age 65, has been a director of the Company since 1994 and currently serves as the Chairman of the Board and of the Executive Committee of the Board... The members of the Executive Committee are Messrs. Cloues, Gaasche and Russo... The members of the Nominating and Corporate Governance Committee are Messrs. Cloues (Chairman), Coombs, Russo, Seidman and Weller... The members of the Compensation and Human Resources Committee are Messrs. Cloues, Russo and Weller (Chairman)... Edward B. Cloues, II is paid an annual fee of $135,000 for his services as Chairman of the Board and of the Executive Committee in equal monthly installments... The following table summarizes the compensation earned by the Company’s directors for fiscal 2013: Edward B. Cloues, II 228,500.
2014-08-07	EDWARD B. CLOUES, II, age 66, has been a director of the Company since 1994 and currently serves as the Chairman of the Board. He also serves as a director of Hillenbrand, Inc. and as a director and Chairman of the Board of Penn Virginia Corporation. ... Mr. Cloues has been a law firm partner at a major global law firm where he specialized in mergers and acquisitions and other business law matters. ... Additionally, he brings to the Board a broad understanding of governance and compensation issues as a result of his service on several other public company boards.
2015-08-06	EDWARD B. CLOUES, II, age 67, has been a director of the Company since 1994 and currently serves as the Chairman of the Board. He also serves as a director of Hillenbrand, Inc. and as a director and Chairman of the Board of Penn Virginia Corporation. He had served as a director and Chairman of the Board of PVR GP, LLC, the General Partner of PVR Partners, L.P., until its sale in March 2014. For more than five years prior to its sale in April 2010, Mr. Cloues was a director, the Chairman of the Board and the Chief Executive Officer of K-Tron International, Inc., a material handling equipment manufacturer. Mr. Cloues has been a law firm partner at a major global law firm where he specialized in mergers and acquisitions and other business law matters. That experience combined with the experience gained from his former 12 year chief executive position with K-Tron International, Inc., which had been publicly held prior to its sale, has given him a strong background in dealing with complex business transactions and general management issues. Additionally, he brings to the Board a broad understanding of governance and compensation issues as a result of his service on several other public company boards. The members of the Executive Committee are Messrs. Cloues, Gaasche and Russo. Mr. Cloues is Chairman of the Board and of the Executive Committee. The members of the Nominating and Corporate Governance Committee are Messrs. Cloues (Chairman), Coombs, Russo and Weller. The members of the Audit Committee are Messrs. Coombs (Chairman), Cloues and Weller. The members of the Compensation and Human Resources Committee are Messrs. Cloues, Russo and Weller (Chairman). Compensation for the non-employee members of the Board is approved by the Board. Each non-employee member of the Board is paid an annual fee of $80,000 in equal quarterly installments and an additional $1,500 for each Board meeting attended in person or by telephone at meetings called for attendance in person and $500 for each Board meeting attended by telephone unless, in the case of a telephonic meeting, the Board determines that the meeting and attendant preparation were so brief that no payment is warranted. Additionally, the Chairmen of the Audit Committee and the Compensation and Human Resources Committee are each paid an annual fee of $7,500, and each other member of those Committees is paid an annual fee of $5,000, in equal quarterly installments. The members of the Nominating and Corporate Governance Committee serve without additional compensation. A further fee of $23,500 was paid in fiscal 2015 to each of Edward B. Cloues, II and Jonathan B. Weller for their services as members of a special committee of the Board established to address certain strategic transactions, including the sale of the Company Group. Also, in addition to the fees described above, Edward B. Cloues, II is paid an annual fee of $135,000 for his services as Chairman of the Board and of the Executive Committee in equal monthly installments. The following table summarizes the compensation earned by the Company’s directors for fiscal 2015: Edward B. Cloues, II: $258,500.
2016-08-05	EDWARD B. CLOUES, II, age 68, has been a director of the Company since 1994 and currently serves as the Chairman of the Board. Mr. Cloues has been the Interim Chief Executive Officer of Penn Virginia Corporation since October 2015. He also serves as a director of Hillenbrand, Inc. and as a director and Chairman of the Board of Penn Virginia Corporation, and has held these positions for more than the past five years. He had served as a director and Chairman of the Board of PVR GP, LLC, the General Partner of PVR Partners, L.P., until its sale in March 2014. For more than five years prior to its sale in 2010, Mr. Cloues was a director, the Chairman of the Board and the Chief Executive Officer of K-Tron International, Inc., a material handling equipment manufacturer. Prior to 1998, Mr. Cloues was a law firm partner at a major global law firm where he specialized in mergers and acquisitions and other business law matters. That experience combined with the experience gained from his former 12 year chief executive position with K-Tron International, Inc., which had been publicly held prior to its sale, has given him a strong background in dealing with complex business transactions and general management issues. Additionally, he brings to the Board a broad understanding of governance and compensation issues as a result of his service on several other public company boards.
2017-08-07	EDWARD B. CLOUES, II, age 69, has been a director of the Company since 1994 and currently serves as the Chairman of the Board. ... The members of this Committee are Messrs. Cloues (Chairman), Robotti and Russo, each of whom has been determined by the Board to be an independent director within the meaning of the Governance Standards. ... The following table summarizes the compensation earned by the Company’s directors for fiscal 2017: Edward B. Cloues, II 202,500 Fees Earned or Paid in Cash, 15,000 Stock Awards, Total 217,500.
2018-08-03	EDWARD B. CLOUES, II, age 70, has been a director of the Company since 1994 and currently serves as the Chairman of the Board. The members of the Nominating and Corporate Governance Committee are Messrs. Cloues (Chairman), Robotti and Russo. The members of the Audit Committee are Messrs. Cloues (Chairman), Robotti and Russo. The members of the Compensation and Human Resources Committee are Messrs. Robotti (Chairman), Cloues and Russo. Compensation table shows Edward B. Cloues, II earned total $222,500 in fiscal 2018.
2019-08-02	Edward B. Cloues, II, age 71, has been a director of the Company since 1994 and currently serves as the Chairman of the Board... The members of the Nominating and Corporate Governance Committee are Messrs. Cloues (Chairman), Robotti and Russo... The members of the Audit Committee are Messrs. Cloues (Chairman), Robotti and Russo... The members of the Compensation and Human Resources Committee are Messrs. Robotti (Chairman), Cloues and Russo... The following table summarizes the compensation earned by the Company’s directors for fiscal 2019: Edward B. Cloues, II Fees Earned or Paid in Cash ($) 202,500, Stock Awards ($) 20,000, Total ($) 222,500.
2020-07-31	EDWARD B. CLOUES, II, age 72, has been a director of the Company since 1994 and currently serves as the Chairman of the Board. ... The following table summarizes the compensation earned by the Company’s directors for fiscal 2020: Edward B. Cloues, II Fees Earned or Paid in Cash $144,170 Stock Awards $25,000 Total $169,170
2021-08-03	EDWARD B. CLOUES, II, age 73, has been a director of the Company since 1994 and currently serves as the Chairman of the Board. Mr. Cloues serves as the Vice Chairman of the Board of Trustees of Virtua Health, Inc., a non-profit hospital and healthcare system, where he chairs the Finance and Investment Committee, is a member of the Compensation Committee and the Executive/Strategy Committee and is a member and past Chairman of the Audit Committee. ... The members of the Nominating and Corporate Governance Committee are Messrs. Cloues (Chairman), Robotti and Russo. ... The members of the Audit Committee are Messrs. Cloues (Chairman), Robotti and Russo. ... The members of the Compensation and Human Resources Committee are Messrs. Robotti (Chairman), Cloues and Russo. ... The following table summarizes the compensation earned by the Company’s directors for fiscal 2021: Edward B. Cloues, II Fees Earned or Paid in Cash $132,504, Stock Awards $30,000, Total $162,504.
2022-08-01	EDWARD B. CLOUES, II, age 74, has been a director of the Company since 1994 and currently serves as Chairman of the Board. ... The members of the Nominating and Corporate Governance Committee are Messrs. Cloues (Chairman), Robotti and Russo, each of whom has been determined by the Board to be an independent director within the meaning of the Governance Standards. ... The members of the Audit Committee are Messrs. Cloues (Chairman), Robotti and Russo, each of whom has been determined by the Board to be an independent director within the meaning of the Governance Standards. ... The members of the Compensation and Human Resources Committee are Messrs. Robotti (Chairman), Cloues and Russo, each of whom has been determined by the Board to be an independent director within the meaning of the Governance Standards. ... The following table summarizes the compensation earned by the Company’s directors for fiscal 2022: Edward B. Cloues, II Fees Earned or Paid in Cash $132,504 Stock Awards $30,000 Total $162,504.
2023-08-02	EDWARD B. CLOUES, II, age 75, has been a director of the Company since 1994 and currently serves as Chairman of the Board. ... The members of the Nominating and Corporate Governance Committee are Messrs. Cloues (Chairman), Robotti and Russo, each of whom has been determined by the Board to be an independent director within the meaning of the Governance Standards. ... The members of the Audit Committee are Messrs. Cloues (Chairman), Robotti and Russo, each of whom has been determined by the Board to be an independent director within the meaning of the Governance Standards. ... The members of the Compensation and Human Resources Committee are Messrs. Robotti (Chairman), Cloues and Russo, each of whom has been determined by the Board to be an independent director within the meaning of the Governance Standards. ... Edward B. Cloues, II total compensation for 2023 was $162,500.
2024-08-01	Mr. Cloues has served as Chairman of the Board of Trustees of Virtua Health, Inc. and has held various positions on the Board of Trustees of Virtua.