DAVID W. GENT, P.E. - Corporate Board Profile

ENGLOBAL CORP

Filing Date	Source Excerpt
2001-06-08	David W. Gent, P.E. (2) 48 1994 Director (2) Member of Audit and Compensation Committees. David W. Gent, P.E. has served as a director of the Company since June 1994 and is a member of the Audit and Compensation Committees. The members of this Committee are Messrs. David W. Gent and Gordon R. Wingate, both of whom are independent directors. The committee met one time during 2000. Both directors were present. The members of this Committee are Messrs. David W. Gent and Gordon R. Wingate, both of whom are independent directors. Information regarding the functions performed by the Committee and its membership is set forth in the "Report of the Audit Committee," included in this annual proxy statement.
2002-04-30	David W. Gent, P.E. has served as a director of IDS since June 1994 and is a member of the Audit Committee and the Compensation Committee. ... David W. Gent, P.E. (2) (5)...... 49 1994 Director ... The members of this Committee are Messrs. David W. Gent, David C. Roussel, and Randall B. Hale, all whom are independent directors as defined in the American Stock Exchange listing standards. ... The members of this Committee are Messrs. David W. Gent, David C. Roussel, and Randall B. Hale, all whom are independent directors. In 2001, the Compensation Committee consisted of Messers. Gent and Wingate.
2003-04-30	David W. Gent, P.E. /(2)/ Mr. Gent has served as a Director of ENGlobal and its predecessor, IDS, since June 1994 and is a member of the Audit Committee and the Compensation Committee. ... The Board of Directors has established a standing Audit Committee and Compensation Committee. Additionally, the Board has the power to appoint additional committees, as it deems necessary. In November 2002, the Board established a Governance and Nominating Committee and unanimously elected Mr. Gent to serve as Chairman of the Committee.
2004-04-27	Mr. Gent has served as a Director of ENGlobal and its predecessor, IDS, since June 1994 and is Chairman of the Nominating and Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has also served as Lead Director since 2002. Mr. Gent is Vice President of Bray International, Inc. an industrial flow control manufacturer located in Houston, Texas, with the responsibility of overseeing worldwide production, engineering, information services, and quality control.
2005-04-29	David W. Gent, P.E. 1994 52 Mr. Gent has served as a Director of ENGlobal since June 1994, is Chairman of the Nominating and Corporate Governance Committee and is a member of the Audit and Compensation Committees. ... In March 2003, ENGlobal implemented a standard compensation arrangement for its Non-employee Directors, including providing a retainer in the amount of $16,000 per year, payable on a quarterly basis. ... Accordingly, ENGlobal increased the retainer for each independent director to $24,000 a year and approved a retainer of $26,000 a year for the Audit Committee Chairman, effective January 1, 2005. ... The Company continues to reimburse its Non-employee Directors for out-of-pocket expenses incurred to attend Board and committee meetings. Non-employee directors of the Company do not receive additional compensation for each Board meeting attended, nor do they receive additional compensation for each committee meeting attended.
2006-05-01	David W. Gent, P.E. 1994 53 Mr. Gent has served as a Director of ENGlobal since June 1994, is Chairman of the Nominating and Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has served as the Company's lead Independent Director since 2002. Since 1991, Mr. Gent has held various positions for Bray International, Inc., an industrial flow control manufacturer located in Houston, Texas. Since 2005, Mr. Gent has served as Senior Vice President of Bray International and is responsible for overseeing worldwide engineering, information services, and training. Mr. Gent, an honors graduate, received a Bachelor of Science in Electrical Engineering from Texas A&M University in 1975 and an MBA from Houston Baptist University. He is a Registered Professional Engineer and a senior member of the Instrument Society of America. Mr. Gent serves on the Texas A&M University Electrical Engineering Department Advisory Council, chairs the Bray International, Inc. 401(k) committee and is the Bray representative on various councils including the Open DeviceNet Vendors Association and American Water Works Association. He also holds several patents in the field of industrial flow controls. Remuneration of Directors In December 2004, Compensation Committee recommended that, over the next two years, the Company implement a standard compensation arrangement for its independent Directors, Messrs. Gent, Hale, and Roussel, ("Non-employee Directors"). In 2005, the Non-employee Directors received a retainer in the amount of $24,000 per year to Messrs. Gent and Roussel and $26,000 per year to Mr. Hale, as the Audit Committee Chairman, both payable on a quarterly basis. In 2006, the retainers provided to the Non-employee Directors will increase to $32,000 per year to Messrs. Gent and Roussel and $36,000 per year to Mr. Hale, both payable on a quarterly basis. The Company believes the payments are necessary to retain the three Non-employee Directors and compensate the Chairman of the Audit Committee at a slightly higher rate, due to the extensive time and effort required of that position. The Company continues to reimburse its Non-employee Directors for out-of-pocket expenses incurred to attend Board and committee meetings. Non-employee Directors of the Company do not receive additional compensation for each Board meeting attended, nor do they receive additional compensation for each committee meeting attended. Under the Company's 1998 Incentive Plan, Non-employee Directors are eligible to receive non-statutory stock options. In 2005, in recognition of the services provided by its Board of Directors, each Non-employee Director received options to acquire 50,000 shares of the Company's Common Stock at an exercise price equal to fair market value of the underlying Common Stock on the date of the grant. Stock options awarded to Non-employee Directors in 1999, 2000, and 2001 have five-year vesting periods, ten-year expiration dates, and were granted at an exercise price of $1.25, $1.00, and $1.00, respectively. For years of service from 2002 to present, each Non-employee Director has received stock options as represented by the following table: 9 Board Date Date Fully Amount Exercise Expiration Service Granted Vested of Options Price Date ------- ------- ------ ---------- ----- ---- 2002-2003 April 1, 2003 April 1, 2003 20,000 $1.87 April 1, 2013 2003-2004 June 6, 2003 June 6, 2004 20,000 $2.32 June 6, 2013 2004-2005 June 17, 2004 June 17, 2005 20,000 $1.81 June 17, 2014 2005-2006 June 16, 2005 June 16, 2006 50,000 $3.75 June 16, 2015 Likewise, Messrs. Gent, Hale and Roussel will each receive 50,000 stock options, with a quarterly vesting schedule, for their service to the Company during 2006-2007. The shares will be granted on June 1, 2006, will fully vest on June 1, 2007, and will expire on June 1, 2016.
2007-04-18	David W. Gent, P.E. 1994 54 Mr. Gent has served as a Director of ENGlobal since June 1994, is Chairman of the Nominating and Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has served as the Company's lead Independent Director since 2002.
2008-04-29	David W. Gent, P.E. 1994 55 Mr. Gent has served as a Director of ENGlobal since June 1994, is Chairman of the Nominating & Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has served as the Company's Lead Independent Director since 2002.
2009-04-30	David W. Gent, P.E. 1994 56 Mr. Gent has served as a Director of ENGlobal since June 1994, is Chairman of the Nominating & Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has served as the Company's Lead Independent Director since 2002.
2010-04-30	Mr. Gent has served as a Director of ENGlobal since June 1994, is Chairman of the Nominating and Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has served as the Company’s Lead Independent Director since 2002.
2011-04-29	Mr. Gent has served as a Director of ENGlobal since June 1994, is Chairman of the Nominating & Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has served as the Company’s Lead Independent Director since 2002.
2012-04-30	Mr. Gent has served as a director of ENGlobal since June 1994, is Chairman of the Nominating & Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has served as the Company’s Lead Independent Director since 2002. Mr. Gent received total compensation of $91,824 in 2011, which includes $32,000 in cash fees and $59,824 in stock awards.
2013-11-08	Mr. Gent has served as a director of ENGlobal since June 1994, is Chairman of the Nominating & Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has served as the Company’s Lead Independent Director since 2002. Beginning the 2013-2014 service year, our non-employee directors, Messrs. Gent, Hale and Roussel, received an annual cash retainer of $50,000 as compensation for their service to the Company. In 2012, each non-employee director received restricted shares of the Company’s common stock, valued at $50,000 based on the fair market value of the shares on the date of grant. Total compensation was $82,000.
2014-04-25	Mr. Gent has served as a director of ENGlobal since June 1994, is Chairman of the Nominating & Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has served as the Company’s Lead Independent Director since 2002. ... Mr. Gent received $30,000 in cash fees and $50,000 in stock awards for 2013-2014 Board service.
2015-04-24	Mr. Gent has served as a director of ENGlobal since June 1994, is Chairman of the Nominating & Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has served as the Company’s Lead Independent Director since 2002. Beginning in the 2014-2015 service year, our non-employee directors, Messrs. Gent, Hale and Roussel, received an annual cash retainer of $30,000 as compensation for their service to the Company and are also eligible for reimbursement of travel and other miscellaneous expenses associated with attendance at Board and Committee meetings. Mr. Gent received $50,000 in stock awards in 2014.
2016-04-26	Mr. Gent has served as a director of ENGlobal since June 1994, is Chairman of the Nominating & Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has served as the Company’s Lead Independent Director since 2002.
2017-04-28	Mr. Gent has served as a director of ENGlobal since June 1994, is Chairman of the Nominating & Corporate Governance Committee and is a member of the Audit and Compensation Committees. Mr. Gent has served as the Company’s Lead Independent Director since 2002.
2018-04-26	Mr. Gent has served as a director of ENGlobal since June 1994, is Chairman of the Nominating & Corporate Governance Committee and is a member of the Compensation Committee. Mr. Gent has served as the Company’s Lead Independent Director since 2002. ... The following table discloses cash and equity awards and other compensation earned, paid or awarded, as the case may be, to each of the Company’s non-employee directors during the fiscal year ended December 30, 2017. ... Mr. Gent $22,500 Fees Earned or Paid in Cash, $50,000 Stock Awards, Total $72,500.
2019-12-02	Mr. Gent has served as a director of ENGlobal since June 1994, is Chairman of the Nominating & Corporate Governance Committee and is a member of the Compensation Committee. Mr. Gent has served as the Company’s Lead Independent Director since 2002. Since 2011, Mr. Gent has served as the Chairman of SofTest Designs Corporation, an automation and test systems company that he founded in 1980. From 1991 through 2011, Mr. Gent held various positions for Bray International, Inc., an industrial flow control manufacturer. From 2005 to 2011, Mr. Gent served as Executive Vice President of Bray International and was responsible for overseeing worldwide engineering, information services, and training. Mr. Gent, an honors graduate, received a Bachelor of Science in Electrical Engineering from Texas A&M University in 1975 and a Master of Business Administration from Houston Baptist University in 1984. He is a Registered Professional Engineer. Mr. Gent serves on the Texas A&M University Electrical and Computer Engineering Department Advisory Council and he holds several patents in the field of industrial flow controls.
2020-04-27	Mr. Gent has served as a director of ENGlobal since June 1994, is Chairman of the Nominating & Corporate Governance Committee and is a member of the Compensation Committee. Mr. Gent has served as the Company’s Lead Independent Director since 2002. ... The Audit, Compensation and Nominating & Corporate Governance Committees held four, four and one meeting(s), respectively, in 2019. ... Mr. Palma does not receive any compensation from the Company for his service as a director, but is eligible for reimbursement of travel and other miscellaneous expenses associated with attendance at Board and Committee meetings.