FOSTERING OUR LONG-TERM SUCCESS

GOVERNANCE

Austin Industries commits to adhering to sound principles of governance and has adopted corporate governance practices that promote the effective functioning of our Board of Directors (“Board”), its committees, and our company. The primary responsibility of our Board is to foster the long-term success of the company, by promoting the interests of our shareholders - our employee-owners.

Currently, six of Austin’s ten board members are independent, creating a diverse group with the experience, judgment, financial literacy, and expertise to faithfully represent the long-term interests of Austin’s shareholders. The Board considers qualified candidates for membership on the Board without regard to race, color, religion, gender, ancestry, sexual orientation, national origin, or disability.

Our governance approach:

  • Integrity - Our way of being and a guide for Austin’s other Core Values
  • Code of business conduct - Specific language dictating our lawful and ethical conduct
  • Director selections and evaluations - Outline of our non-biased approach to director selection
  • Corporate governance principles - Our board’s commitment to ethical business practices

2022 GOVERNANCE REPORT

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2022 AUSTIN CORPORATE RESPONSIBILITY REPORT

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BOARD OF DIRECTORS

LEADERSHIP

Deborah Adams

Deborah Adams
Professional History

Deborah Adams has joined the Board of Directors of Austin Industries. She brings more than 30 years of experience in the oil and gas industry with her to Austin, including roles at Conoco, ConocoPhillips and Phillips 66. Prior to her retirement in 2016, Ms. Adams served in a number of roles and capacities, including, most recently, Senior Vice President - HSE, Projects and Procurement, President - Transportation, General Manager and Chief Procurement Officer, General Manager - International Refining, and General Manager - Global Downstream Information Systems among many other postings with the company.

CREDENTIALS
Ms. Adams earned a Bachelor of Science degree in chemical engineering from Oklahoma State University, where she has been named a distinguished alumna. She sits on the school’s Board of Governors and in 2014 was inducted into the OSU College of Engineering, Architecture and Technology Hall of Fame.

Deborah Adams

BOARD OF DIRECTORS / INDEPENDENT MEMBER
LEADERSHIP

Steve Henry

Senior Vice President And Chief Legal Officer; Board of Directors

Steve Henry
Professional History

Mr. Henry is the Senior Vice President and Chief Legal Officer for Austin Industries. Prior to joining Austin, he served as the Chair of the Construction Practice Group for the law firm of Gardere Wynne Sewell. He was regularly Chambers-rated in Construction Law while in private practice.

CREDENTIALS
Mr. Henry received a B.S. from Texas A&M University and a J.D. from Texas Tech University.
One cannot overestimate the importance of employee-ownership at Austin, how strongly it drives behavior, and how deeply it is ingrained in our culture. When we say, "We Are Austin," we are truly saying that "We Own Austin."

Steve Henry

SVP AND CHIEF LEGAL OFFICER
LEADERSHIP

Bernard Hewett

Executive Vice President of Operations, Austin Industries

Bernard Hewett
Professional History

Bernard Hewett serves as executive vice president of operations for Austin Industries, and served as president of Austin Industrial from 2020-22. He brings significant leadership experience, previously serving as senior vice president of operations at Austin Commercial and president of Austin Bridge & Road. Since joining Austin in 1982, Bernard’s experience includes serving in estimating, project management, and project executive capacities for projects across the U.S. A significant part of Bernard’s service includes working closely with teams at each operating company to make improvements to process, platforms, and people systems (3P). In 2005, Bernard helped to commission Austin Industries’ Leadership Development Group and has served to develop current and future leaders across the enterprise.

CREDENTIALS
Mr. Hewett earned a B.S. in Civil Engineering from the University of Texas at Austin and completed the Texas Executive Education Program for General Management at the Institute for Managerial Leadership.
We seek operational excellence through the industry’s best platforms, the relentless pursuit of best practices, and developing highly trained and motivated employee-owners.

Bernard Hewett

EVP - OPERATIONS, AUSTIN INDUSTRIES
LEADERSHIP

Tom Leppert

Tom Leppert
Professional History

Tom Leppert has a distinguished record of accomplishment that includes high profile leadership positions in both the private and public sectors. Leppert has led major national and international corporations in the areas of construction, financial services, home building, real estate, and education. These include serving as Chairman/CEO of The Turner Corporation, the nation’s largest general building company; CEO of Kaplan, Inc., the global multi-billion-dollar educational services company; and CEO of Castle & Cooke Properties. Earlier, he was a principal with McKinsey & Co., and from 2007-2011, he was the elected Mayor of Dallas. He made the city a national focal point in the areas of public safety, economic development, education, and the environment.

Leppert is a noted speaker and has appeared regularly in the media. He has been recognized nationally for his leadership, including CEO of the Year by D Magazine, the Texas Businessman of the Year by the Texas Association of Business, Outstanding Director of the Year 2020 from the Dallas Business Journal, the George Benson Distinguished Alumni Award by Claremont McKenna College, the Torch of Conscience Award from American Jewish Congress, the Russell H. Perry Free Enterprise Award from Dallas Baptist University, the Global Cross Millennium Award for Corporate Environmental Leadership from Global Green and Father of the Year recipient in Dallas (2010). He has also been inducted into the Energy Efficiency Hall of Fame as well as the Dallas Business Hall of Fame.

CREDENTIALS
Mr. Leppert served as a White House Fellow in 1984. He holds an MBA with Distinction from Harvard Business School and graduated cum laude from Claremont McKenna College. He has also received several Honorary Doctorate degrees. He has served on a wide range of corporate boards on three continents.

Tom Leppert

CHAIRMAN OF THE BOARD / INDEPENDENT MEMBER
LEADERSHIP

Joe McLaughlin

Chief Financial Officer, Austin Industries; President of British American Insurance Company; Board of Directors

Joe McLaughlin
Professional History

Joe McLaughlin is Chief Financial Officer of Austin Industries. He began his career at Austin in 2002 and has held several financial management roles, most recently serving as Chief Accounting Officer for Austin Industries. Prior to this, he served as Austin Industries Corporate Controller and Operations Controller for both Austin Commercial and Austin Bridge & Road.

Mr. McLaughlin is a Certified Public Accountant (CPA) in the State of Texas and became a Certified Construction Industry Financial Professional (CCIFP) in 2015. He has more than 27 years of accounting experience, with 21 of those years in the construction industry.

Mr. McLaughlin served as the 35th National Chairman of the Construction Financial Management Association (CFMA). He has been a member of the CFMA for 16 years, and served two years as Chapter President for the Dallas/Fort Worth CFMA Chapter. Mr. McLaughlin is also a Director on the Board of the CMiC Users Group, which includes IT and financial professionals from 27 of the top 100 construction companies ranked in Engineering News-Record magazine’s Top 400 Contractors.

CREDENTIALS
Mr. McLaughlin earned his B.B.A in Accounting and Executive M.B.A from the University of Texas at Arlington, College of Business. He also earned a Graduate Certificate in Asian Business Studies from the University of Texas at Arlington, College of Business.

Joe McLaughlin

CHIEF FINANCIAL OFFICER, AUSTIN INDUSTRIES; PRESIDENT, BRITISH AMERICAN INSURANCE COMPANY
LEADERSHIP

Ron Nicol

Ron Nicol
Professional History

Ron Nicol joined the Austin Industries Board of Directors in 2018. Prior to this, he was a Senior Partner and Managing Director for The Boston Consulting Group (BCG), serving the company in numerous leadership roles for 28 years and serving on the BCG Executive Committee for 10 years. Nicol served more than seven years on the Board of Visitors for Duke University’s Fuqua School of Business, including three years as Chairman. He currently serves on the board of directors of several companies. In addition, during the Trump Administration transition, he served as the Director of Agency Action, where he and his teams were responsible for the transition of all agencies of the U.S. government.

Nicol worked in consulting for nearly 30 years and has authored several articles on organization, business, and management. In 2006, he was named one of the Top 25 Global Consultants by Consulting Magazine.

CREDENTIALS
Mr. Nicol earned an MBA from Duke University, where he was named a Fuqua Scholar by faculty of Fuqua School of Business. He also holds a B.S. in Physics with honors from the United State Naval Academy. His military service includes nearly seven years active duty as a U.S. nuclear submarine naval officer.

Ron Nicol

BOARD OF DIRECTORS / INDEPENDENT MEMBER
LEADERSHIP

Dave Scullin

Dave Scullin
Professional History

Dave Scullin joined the Austin Industries, Inc. Board of Directors in 2017. He brings with him more than 40 years of extensive leadership experience with prominent global professional service firms, including Deloitte and Arthur Andersen. Mr. Scullin currently serves as the president and CEO of Communities Foundation of Texas (CFT), the state’s largest public foundation. CFT professionally manages more than 900 charitable funds for families, companies and nonprofits to strengthen the North Texas region and beyond. Mr. Scullin has an extensive record of service to public and private companies as an audit leader and as a trusted consulting adviser. He has also held multiple high profile positions, including lead partner for global clients, industry leader and managing partner in Fort Worth and Phoenix.

CREDENTIALS
Mr. Scullin graduated with a Bachelor of Science degree with honors from Marquette University and is a licensed CPA in multiple states. He has served on the Board of Directors of the Fort Worth Chamber, Greater Phoenix Economic Council (mayor appointment) and Greater Phoenix Leadership.

Dave Scullin

BOARD OF DIRECTORS / INDEPENDENT MEMBER
LEADERSHIP

Nina Vaca

Nina Vaca
Professional History

Nina Vaca is the Chairman and CEO of Pinnacle Group, which she founded in 1996. Today, Pinnacle is a workforce solutions powerhouse providing multiple service lines to industry leaders in the telecommunications, financial services, transportation, and technology industries serving clients throughout North America, and in Europe, Latin America, and the Asia Pacific region. Pinnacle has been included in the Inc. 500/5000 list of fastest-growing companies 13 times and in 2015 and 2018 it was named the fastest-growing women-owned/led company by the Women Presidents’ Organization. In addition to her work with Pinnacle, Ms. Vaca is among the few Latinas currently serving as a director of publicly-traded corporations and is working to help increase the presence and participation of more women and minorities on corporate boards. She currently serves as a director on the boards of Comerica, Inc. and Cinemark Holdings, and was previously a director of Kohl’s Corporation. Ms. Vaca is also a committed civic leader and philanthropist. In 2014, she was appointed by the White House as an inaugural member of the Presidential Ambassadors for Global Entrepreneurship (PAGE) program. In 2016, she became a Henry Crown Fellow at the Aspen Institute. She is also a lifetime member of the Council on Foreign Relations. Ms. Vaca is particularly focused on expanding opportunities for women and girls in STEM fields as well as for women and underrepresented minorities in business.

CREDENTIALS
Ms. Vaca is a 1994 graduate of Texas State University with a bachelor’s degree in Communication Studies and a minor in Business. She has been named a Distinguished Alumna of the school (one of the youngest in school history) and has since established the Nina Vaca Innovation & Entrepreneurship Award. A lifelong learner, she completed the Corporate Governance Executive Program at Harvard University to prepare for service on the board of directors of publicly traded companies. For her work in the community and business success Ms. Vaca has received three honorary doctorates from Northwood University, Mount Mary University, and Berkeley College.

Nina Vaca

BOARD OF DIRECTORS / INDEPENDENT MEMBER
LEADERSHIP

David Walls

President and Chief Executive Officer; Board of Directors

David Walls
Professional History

Mr. Walls is president and CEO of Austin Industries, the parent company to Austin Commercial, Austin Bridge & Road and Austin Industrial. He began his career with Austin Commercial in 1980 as a project engineer. He advanced to become one of Austin Commercial’s premier field project managers before being named vice president and director of operations in 1988. He has served as president of Austin Commercial and president of Austin Bridge & Road, in addition to his current CEO position. Mr. Walls currently serves a co-chair on the commission leading implementation of the Safety Certification for Transportation Project Professionals™ (SCTPP) program. He also serves as a trustee of Baylor Scott & White Health Care System.

CREDENTIALS
Mr. Walls holds a B.S. in Construction Technology from the University of Houston, an M.S. in Building Construction from Texas A&M University, and a Ph.D. in Leadership from Dallas Baptist University.
At Austin, you really own a piece of the business. Everyone here works for the betterment of the company and the success of each other. For more than a century, our employee-owners have been our greatest asset. They are the core of our business.

David Walls

PRESIDENT AND CHIEF EXECUTIVE OFFICER; PRESIDENT, AUSTIN COMMERCIAL
LEADERSHIP

Admiral Pat Walsh (ret.)

Admiral Pat Walsh (ret.)
Professional History

Pat Walsh joined the Austin Industries, Inc. Board of Directors in 2021. Following a 34-year career in the U.S. Navy, Walsh retired from the Navy in 2012 as an Admiral, last serving as Commander of the U.S. Pacific Fleet, the largest naval force in the world with 180 ships, 2,000 aircraft and 125,000 people. He previously served as Vice Chief of Naval Operations, where he was responsible for national defense requirements and represented department operations, readiness and personnel issues in testimony to Congress. His other notable commands include U.S. Fifth Fleet, Carrier Group Seven/USS John C. Stennis Strike Group, and VFA-105.

Walsh served as a naval aviator with more than 4,700 hours of flight time and 750 carrier arrested landings. He flew 77 combat and combat support missions and flew as a member of the Navy Flight Demonstration Squadron – the Blue Angels. Prior to joining Austin, Walsh served as vice president of United States Navy and Marine Corps Services for Boeing Global Services. Previously, he served as senior vice president and general manager of ThreatSPACE (R) of iSightPartners, where he developed an offering of live-fire, cyber crisis-simulation services. After acquisition by FireEye, Inc., he developed a cybersecurity, enterprise readiness framework for commercial partners and government agencies.

CREDENTIALS
Admiral Walsh is a graduate of the U.S. Naval Academy and holds a Master of Arts and doctorate degrees from the Fletcher School of Law and Diplomacy at Tufts University. He was a White House Fellow in the Office of Management & Budget.

Admiral Pat Walsh (ret.)

BOARD OF DIRECTORS / INDEPENDENT MEMBER