|Kim Lubel||Kim Lubel||Chairman of the Board, President and Chief Executive Officer||<p>Ms. Lubel has served as CST's Chief Executive Officer and President since January 2013, has served as a member of the CST Board since November 2012 and as Chairman of CST Board since April 2013. Prior to her current role at CST, Ms. Lubel served in various executive management roles at Valero Energy Corporation (NYSE: VLO), an international manufacturer and marketer of transportation fuels and other petrochemical products, including as Executive Vice President and General Counsel from April 2006 to November 2012, where she lead complex acquisitions and transactions and oversaw legal, environmental, health and safety, ad valorem tax, government affairs and project execution departments. Ms. Lubel also served as Vice President of Legal Services from January 2003 to April 2006 and Managing Counsel and Vice President of Legal Services prior to January 2003. During her tenure at Valero Energy Corporation, Ms. Lubel was the lead lawyer on over $18 billion of acquisitions, helping grow the company from a small, regional refiner to one of international scope. </p><p> Prior to joining Valero Energy Corporation in 1997, Ms. Lubel specialized in mergers and acquisitions with the law firm of Kelly, Hart & Hallman from 1991 to 1997. </p><p> Since 2011, she has served as a director of the board of WPX Energy, Inc. (NYSE:WPX), a publicly traded company focusing on extraction of oil and natural gas. </p><p> Ms. Lubel was named to Fortune’s 50 Most Powerful Women in 2013 and again in 2015, and was named Retail Leader of the Year by Convenience Store News in 2014.</p><p> Ms. Lubel holds a Bachelor of Arts degree in Spanish and International Studies from Miami University (Ohio), Master of Arts degree in International Relations from Baylor University, and her Juris Doctorate from the University of Texas School of Law. She is also a 2009 graduate of the Stanford Executive Program. </p>|
|Alan Schoenbaum||Alan Schoenbaum||Independent Director and Lead Director of the Board; Committees: chair - Executive||<p>Mr. Schoenbaum has served as a member of the CST Board since April 2013. He is the Lead Director of the CST Board and the chair of the Executive Committee. Mr. Schoenbaum brings to the CST Board extensive international experience with publicly traded companies, corporate and securities law, mergers and acquisitions, complex financial transactions, technology industry expertise and corporate governance. Mr. Schoenbaum is the co-founder and managing director of BuildGroup, a venture capital firm, which invests in fast growing technology companies, where Mr. Schoenbaum is helping entrepreneurs to build and grow technology companies by providing strategic planning, strategy and business model development, financial valuation, operations advice and legal expertise.</p><p> From December 2005 until February 2014, Mr. Schoenbaum was Senior Vice President and General Counsel at Rackspace Hosting, Inc. (NYSE: RAX), a publicly traded cloud computing company recognized as a global leader in hybrid cloud-based software and hosted solutions that serves more than 300,000 business customers in 120 countries and $1.9 billion in annual revenue, where he oversaw legal, corporate governance, government affairs, mergers and acquisitions, compliance and regulatory matters. Mr. Schoenbaum was a key member of the management team during the hyper-growth of Rackspace with his extensive experience in mergers and acquisitions, corporate development and corporate governance. </p><p>Until 2005, Mr. Schoenbaum was a partner at Akin Gump Strauss Hauer & Feld LLP, a globally recognized law firm, where he practiced for more than 20 years doing corporate and securities law, and mergers and acquisitions, representing public and private growth companies in diverse industries, including venture capital funds and their portfolio companies, international financial transactions, energy and energy services businesses, and restaurant and multi-unit enterprises.</p><p> Mr. Schoenbaum serves on the board of directors of Group 42, Inc., a holding company for global energy service companies. Mr. Schoenbaum holds a bachelor’s degree from the University of Texas at Austin and a Juris Doctorate from the University of Texas School of Law.</p>|
|Donna M. Boles||Donna M. Boles||Independent Director; Committee: chair - Compensation||<p>Ms. Boles has served as a member of the CST Board since April 2013 and is the chair of the Compensation Committee. She brings to the CST Board extensive international experience in human resources, executive compensation, leadership succession planning, talent acquisition and retention, organizational development, performance management, strategic planning, employee and community engagement, employee and community relations, diversity initiatives, benefits, compliance and best practices.
From 2005 until 2013, as Senior Vice President, Human Resources of Becton, Dickinson and Company (NYSE: BDX), a publicly traded leading medical technology company with 30,000 employees operating in 50 countries, Ms. Boles was a key member of the senior management team responsible for leading, managing, developing and implementing international strategic plans and the integration of human resources services and best practices across all areas of the company. Ms. Boles’ responsibilities included global human resources management, executive compensation, succession planning, talent and organizational development, diversity enhancement, and employee engagement, amongst others. </p><p> From 2001 to 2005, Ms. Boles served as Vice President, Human Resources for the Medical Division of Becton, Dickinson, and the largest of the company’s three international business segments. She joined Becton, Dickinson and Company in 1973.</p><p> She is also a member of the board of directors of the Berkeley College Foundation, Inc., the Executive Leadership Council and the advisory board of Cielo Healthcare. She served on the advisory board of the Center for Human Resource Strategy at Rutgers University and on the board of trustees of Big Brothers and Big Sisters of Northern New Jersey from 2004 to 2015. </p><p> Ms. Boles is the founder and president of Sisters Enabled to Empower Dreams, Inc., a non-profit organization focused on empowering individuals and/or organizations to achieve their goals. Savoy Magazine named Ms. Boles as one of the “Top Influential Women in Corporate America” in 2012. The Network Journal magazine named Ms. Boles as one of the “25 Influential Black Women in Business” in 2011. Black Enterprise magazine named Ms. Boles as of the “75 Most Powerful Women in Business” in 2010. She was also listed among “100 Women-Worth Watching” in 2007 by Diversity Journal.</p><p> Ms. Boles holds a Bachelor of Arts in Human Resources Management from Upsala College and Master of Business Administration from Pace University.</p>|
|Roger G. Burton||Roger G. Burton||Independent Director; Committee: chair - Audit||<p>Mr. Burton has served as a member of the CST Board since April 2013 and is the chair of the Audit Committee. As a Certified Public Accountant, Mr. Burton has 47 years of experience in public accounting, auditing and financial reporting of publicly traded companies having worked as an associate and a partner of Arthur Andersen LLP for 34 years until 2002 after which he founded his own financial services firm.
Mr. Burton has provided audit and other financial services to many publicly traded companies, including Valero Energy Corporation, Tenneco Inc., Pennzoil Company, U.S. Long Distance Corp., United Energy Resources, Central & Southwest Corp., Dresser Industries, Valero Natural Gas Partners LP, Pogo Producing, Entex Inc., Midwestern Gas Transmission, and East Tennessee Natural Gas. </p><p> Mr. Burton’s financial expertise has been instrumental in the development and accuracy of CST’s financial statements and disclosures since the spin-off of CST in May 2013. </p><p> Mr. Burton holds a Bachelor of Business Administration degree from Lamar University and has been a Certified Public Accountant since 1971.</p>|
|Rocky B. Dewbre||Rocky B. Dewbre||Independent Director; Committee: Compensation||<p>Mr. Dewbre has served as a member of the CST Board since March 2016 and is a member of the Compensation Committee. Mr. Dewbre brings to the CST Board decades of experience in the energy, distribution and convenience store sectors. From 2014 to 2015, Mr. Dewbre served as Executive Vice President, Channel Operations of Sunoco LP (NYSE: SUN), which operates approximately 900 convenience stores and retail fuel sites and distributes motor fuel to convenience stores, independent dealers, commercial customers and distributors located in more than 30 states at approximately 6,800 sites. Prior to that, Mr. Dewbre spent over 20 years in leadership roles at Susser Holdings Corporation (NYSE: SUSS) and Susser Petroleum Partners LP (NYSE: SUSP), including as President and Chief Executive Officer of Susser Petroleum Partners LP, until Susser Holdings Corporation was acquired by Energy Transfer Partners in 2014. Before joining Susser Holdings Corporation in 1992, Mr. Dewbre was a corporate internal auditor with Atlantic Richfield Corporation from 1991 to 1992 and an auditor and consultant at Deloitte & Touche LLP from 1988 to 1991. Since 2002, Mr. Dewbre has served on the board of directors of Tank Owners Members Insurance Company.</p><p>A Certified Public Accountant, Mr. Dewbre holds a Bachelor in Accounting and Management Information Systems from Texas Tech University and a Master in Business Administration from the University of Texas in Austin, Texas. </p>|
|Thomas W. ("Tad") Dickson||Thomas W. ("Tad") Dickson||Independent Director; Committee: Nominating and Governance.||<p>Mr. Dickson joined the CST Board in March 2016 and he serves on the Nominating and Governance Committee. He brings to the CST Board more than two decades of grocery and executive leadership experience. Mr. Dickson previously served as Chairman of the Board of Directors of The Pantry, Inc. (NYSE: PTRY) from April 2014 until its acquisition by a U.S. subsidiary of Alimentation Couche-Tard Inc. in March 2015. Prior to joining The Pantry’s Board of Directors, Mr. Dickson served as President and Chief Executive Officer of Harris Teeter Supermarkets, Inc. from February 1997 to January 2014. Mr. Dickson also served as a director on the Harris Teeter Supermarkets’ Board of Directors from 1997 to January 2014 and as its Chairman from March 2006 to January 2014. Prior to joining Harris Teeter Supermarkets, Mr. Dickson served as an Executive Vice President of Ruddick Corp. from February 1996 to February 1997.</p><p>In addition to CST and since April 2015, Mr. Dickson serves on the Board of Directors of Brixmor Property Group Inc. (NYSE: BRX), a publicly traded REIT, where he serves in the compensation committee.</p><p>Mr. Dickson earned a Bachelor of Arts in Economics and a Master of Business Administration from the University of Virginia.</p>|
|Ruben M. Escobedo||Ruben M. Escobedo||Independent Director; Committee: Audit||<p>Mr. Escobedo has served as a member of the CST Board since April 2013 and is a member of the Audit Committee. As a Certified Public Accountant, Mr. Escobedo has extensive experience in public accounting, auditing and financial reporting, and tax compliance for publicly traded and private companies. Mr. Escobedo serves as a director and chair of the audit committee of Cullen/Frost Bankers, Inc. (NYSE: CFR), a publicly traded financial holding company with $28.3 billion in assets, and one of the 50 largest U.S. banks. From 1994 to 2014, he also served as a director of the board and chair of the audit committee of Valero Energy Corporation (NYSE: VLO), an international manufacturer and marketer of transportation fuels, other petrochemical products.</p><p> Mr. Escobedo was employed by Handy Andy, Inc., a privately owned regional grocery chain in Texas, where he served as President from 1973 to 1977. Mr. Escobedo managed and expanded this retail business to 42 stores and annual sales of $250 million.</p><p> Mr. Escobedo is a past member of the executive committee of the board of directors of United Way of San Antonio, past chair of the board of trustees of St. Mary’s University, and the founding chair of the San Antonio-Mexico Foundation for Education.</p><p> Mr. Escobedo received a Bachelor degree in business administration from St. Mary’s University and he is certified in the District of Columbia and Texas.</p>|
|Denise Incandela||Denise Incandela||Independent Director; Committee: Compensation||<p>Ms. Incandela has served as a member of the CST Board since June 2013 and is a member of the Compensation Committee. Ms. Incandela has extensive global experience in brand management, social media and consumer marketing, driving and growing e-commerce businesses, and ample expertise in customer insights and analytics. She has had leadership roles in business units of global companies, management and operations experience, as well as broad retail expertise. Until May 2016, Ms. Incandela was President of Global Digital and Customer Intelligence for the Ralph Lauren Corporation, a company engaged in the design, marketing, distribution, and retail of apparel and accessory products, where she oversaw global business unit, including operations, its digital presence, e-commerce business, social media and customer relationship marketing, and analytics and insights since 2014. </p><p> From 2011 to 2013, Ms. Incandela served as the Executive Vice President and Chief Marketing Officer of Saks Fifth Avenue, where she oversaw all aspects of Saks Direct, its online business, and all aspects of Saks Fifth Avenue’s marketing programs. She joined Saks in 1999 and was instrumental in driving Saks’ significant digital presence and e-commerce growth as well as streamlining operations of the online business. </p><p> From 1992 to 1999, Ms. Incandela worked at McKinsey & Company where she was a leader of its retail practice. </p><p> Ms. Incandela also serves as a member of the board of advisors for The Wharton School’s Jay H. Barker Retailing Center.</p><p> Ms. Incandela holds a bachelor degree in Finance from Boston College and a Master of Business Administration in Finance and Strategic Management from The Wharton School. </p>|
|Joseph E. Reece||Joseph E. Reece||Independent Director; Committees: Executive, Nominating and Governance||<p>Mr. Reece has served as a member of the CST Board since November 2015 and is a member of the Executive and Nominating and Governance Committees. Mr. Reece brings more than 28 years of experience advising public and private corporations, boards, financial sponsors and institutional investors on strategy, financing, and mergers and acquisitions. Mr. Reece has extensive experience in the real estate, consumer and retail, energy, technology, media, healthcare, financial services and industrial sectors. During his tenure at Credit Suisse, Mr. Reece worked with a diverse group of clients, including: Alibaba, Oracle, The Container Store, Smart & Final, White Wave, Bolthouse Farms, Dean Foods, Lucky Brand, Aramark, Hilton, Marriott, Diamond Resorts, SunPower, Edison International, Edison Mission Energy, Unisource, Valero Energy, General Motors, Ford, Freeport, Blackstone, Oaktree, Ares, Sempra, Markit, Glencore, and Rio Tinto.</p><p>Mr. Reece recently concluded his 18-year career with Credit Suisse as its Global Head of Equity Capital Markets (ECM). During his career at Credit Suisse, Mr. Reece provided investment banking, capital market advisory services, and merger and acquisition advice across a broad range of industries. As the Global Head of ECM, Mr. Reece participated in the origination and distribution of equity products globally on behalf of Credit Suisse clients, as well as developing and overseeing management protocols for the related risk book. During his career, Mr. Reece led multiple business units both regionally and globally, participated in business turnarounds as well as new business development; and ultimately sat on both the Global Equities Management Committee and the Investment Banking Management Committee.</p><p>Prior to becoming an Investment Banker, Mr. Reece spent ten years as a practicing attorney. Mr. Reece began his career at the United States Securities and Exchange Commission (SEC) as Staff Counsel ultimately rising to become Special Counsel for the SEC’s Division of Corporation Finance. Mr. Reece also practiced law with Skadden Arps based in Los Angeles and Streich Lang in Phoenix in their respective Corporate Practice Group. While at Skadden Arps, Mr. Reece represented a broad group of corporate, financial sponsor, and institutional clients in a wide range of strategic, corporate and securities matters.</p><p>Mr. Reece is currently the President and Founder of Helena Capital, a merchant bank with offices in New York and Los Angeles, where, in addition to principal investing, he continues to provide CEO-level counseling focused on long-term value creation.</p><p>Mr. Reece serves on the board of directors of LSB Industries, Inc. (NYSE:LXU), where he is a member of the audit committee. He also serves as member of the board of directors of Georgetown University Law Center, the Foundation of the University of Akron, Chair-ity (a 501(c)3 providing household goods and furniture to teenagers who graduate from the Ohio Foster Care System) and was previously a member of the board of directors of the New York Foundation for the Arts.</p><p>Mr. Reece is a graduate of Georgetown University Law Center and Ohio Polytechnic Institute/University of Akron.</p>|
|Stephen Smith||Stephen Smith||Independent Director; Committees: Audit, Executive||<p>Mr. Smith has served as a member of the CST Board since March 2014 and is a member of the Audit Committee and a member of the Executive Committee. Mr. Smith brings to the CST Board extensive international experience, including serving as co-CEO of a now publicly traded company, public accounting, financial reporting and auditing expertise serving as the CFO of a publicly traded company, restaurant industry, strategic planning, strategy development, real estate, operations management and Canadian market expertise. From 2007 until 2013, Mr. Smith served in various leadership roles, including as co-CEO and CFO of Cara Operations Limited (TSX: CAO), Canada’s oldest and largest full-service restaurant company and the franchisor or operator of 828 restaurants in Canada. Mr. Smith was a key member of the management team during the rapid growth that Cara Operations Limited experienced during his CFO and co-CEO tenure by being responsible for its financial reporting and auditing, strategic planning, strategy development, real estate optimization and operations management.</p><p> From 1985 to 2007, Mr. Smith held various senior and executive level positions, including Executive Vice President from 1999 to 2006, with Loblaw Companies Limited (TSX: L.CA), the leading food and pharmacy retailer in Canada with more than 2,300 locations and 192,000 full and part-time employees. </p><p> Mr. Smith is currently the Executive Vice President and CFO of Jackman Reinvention, Inc., a privately held brand and strategy consulting firm in Toronto, Canada.</p><p> Mr. Smith also serves as a director and chair of the audit and finance committee for the Metro Toronto Convention Center and director of the board of St. Michael’s Hospital foundation.</p><p> Mr. Smith is a Chartered Professional Accountant (CPA in Canada), holds a Bachelor of Commerce degree from the University of Toronto. </p>|
|Joseph V. Topper, Jr.||Joseph V. Topper, Jr.||Director||<p>Mr. Topper has served as a member of the CST Board since October 2014. As a successful entrepreneur and former Chief Executive Officer of a publicly traded company, Mr. Topper brings to the CST Board extensive experience in strategic planning, mergers and acquisitions, wholesale distribution of motor fuels, including the leasing of real estate in the retail distribution of motor fuels. From March 2015 to September 2015, Mr. Topper was CEO of CrossAmerica GP LLC, the general partner of CrossAmerica Partners LP (NYSE: CAPL, formerly Lehigh Gas Partners (NYSE: LGP)). CrossAmerica GP LLC was acquired by CST Brands, Inc on October 1, 2014 from Mr. Topper, who remained as President and CEO of CrossAmerica GP LLC until March 2015. From 2011 to 2014, Mr. Topper served as Chairman and CEO of Lehigh Gas GP (the former name of CrossAmerca GP LLC), the general partner of Lehigh Gas Partners LP. Mr. Topper was the leading force in the growth of this master limited partnership, including its initial public offering in 2012. In 1987, Mr. Topper purchased his family’s retail fuel business and five years later founded the predecessor of CrossAmerica Partners LP, where he was the Chief Executive Officer from 1992. </p><p> Mr. Topper also serves as a member of the Board of Directors of CrossAmerica GP LLC, the Board of Trustees for Villanova University and as a director of Lehigh Valley PBS. He previously served as President of the Board of Directors for Lehigh Valley PBS and the Lehigh Valley PBS Foundation and as a director for the Good Shepherd Rehabilitation Hospital.</p><p> Mr. Topper holds a Bachelor of Science degree in accounting from Villanova University and a Master of Business Administration from Lehigh University.</p>|
|Michael Wargotz||Michael Wargotz||Independent Director; Committees: chair - Nominating and Governance, Executive||<p>Mr. Wargotz has served as a member of the CST Board since April 2013, serves on the Executive Committee and is the chair of the Nominating and Governance Committee. He brings to the CST Board extensive C-level and board experience with large global public companies, and an extensive background in finance and leasing, private equity investment, strategic planning, corporate governance, brand development and management, mergers and acquisitions and accounting.</p><p>Mr. Wargotz is the chairman and founder of Axcess Ventures, the private equity arm of Axcess Worldwide, a partnership development company. Mr. Wargotz began Axcess Ventures after co-founding Axcess Worldwide in 2000. From August 2010 to June 2011, Mr. Wargotz served as CFO of the Milestone Aviation Group, a global helicopter and private jet leasing company that he co-founded with, the former Chairman of NetJets, and five other partners. At Milestone, Mr. Wargotz oversaw the financing and accounting for the company and Mr. Wargotz also led the company's successful private equity raise of $500 million. </p><p> From June 2004 through December 2009, Mr. Wargotz held a variety of roles at NetJets, a Berkshire Hathaway Company, the worldwide leader in private aviation fractional ownership, where he attained the position of Chief Financial Advisor and was actively involved in company-wide operational and financial analysis, capital deployment, and strategic planning. </p><p> From 1994 through 2000, Mr. Wargotz held various senior executive positions at Cendant Corporation (NYSE: CD) and its predecessor company, HFS Incorporated, where he developed the company's highly rated investor relations and corporate communications function, awarded the prestigious Barron's Investor Relations Award. In 1998, Mr. Wargotz was named CFO of Cendant's Alliance Marketing Division and was subsequently appointed CEO of one of Cendant's operating divisions.</p><p> In addition to CST, Mr. Wargotz currently serves on the Board of Directors of two other publicly traded companies, Wyndham Worldwide Corporation (NYSE: WYN), where he is the chair of the audit committee and a member of the executive committee; and Resource Connections, Inc. (NASDAQ: RECN), where he is a member of the audit committee and the compensation committee. </p><p> A Certified Public Accountant, Mr. Wargotz earned his Bachelor of Arts from Rutgers University and his Master of Business Administration from the NYU Stern School of Business.</p>|