Pascal Soriot
AGILENT TECHNOLOGIESAbout Pascal Soriot
Pascal Soriot (age 65) was appointed as an independent director of Agilent Technologies on May 20, 2025, to the class standing for re‑election at the 2028 annual meeting. He is CEO and Executive Director of AstraZeneca plc since October 2012; previously CEO of Genentech (2009–2010) and COO of Roche Pharma AG (2010–2012). He received a knighthood in 2022 for services to life sciences and COVID‑19 response and serves as a director of Sustainable Markets Initiative Limited since April 2023. The Board determined he meets NYSE/SEC independence standards and will receive Agilent’s standard non‑employee director compensation (pro‑rated) and enter the company’s standard indemnification agreement.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| AstraZeneca plc | CEO and Executive Director | Oct 2012 – present | Led science‑driven transformation and growth |
| Roche Pharma AG | Chief Operating Officer | Jan 2010 – Aug 2012 | Senior operating leadership in pharma |
| Genentech, Inc. | Chief Executive Officer | Apr 2009 – 2010 | CEO through merger with Roche |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Sustainable Markets Initiative Limited | Director | Apr 2023 – present | Sustainability leadership network |
| AstraZeneca plc | Executive Director | Oct 2012 – present | Global biopharma |
Board Governance
- Board size increased from 10 to 12 with appointments of Pascal Soriot and Judy Gawlik Brown effective May 20–21, 2025; Heidi Kunz retired from the Board effective May 21, 2025.
- Independence: Board affirmatively determined Soriot meets NYSE independence standards; he has no material direct/indirect interest in transactions requiring Item 404(a) disclosure.
- Leadership structure: Agilent maintains an independent Chair (Koh Boon Hwee) and regular executive sessions of non‑employee directors.
- Majority voting and director resignation policy in uncontested elections; robust proxy access and director nomination processes embedded in bylaws and governance standards.
- Committee assignments for Soriot have not been disclosed as of his appointment; standing committees include Audit & Finance, Compensation, Nominating/Corporate Governance, and Executive.
- Attendance: In fiscal 2024 the Board met seven times; each director (then serving) attended at least 75% of Board/committee meetings. Soriot joined in May 2025 (no attendance data yet).
Fixed Compensation
| Element | Standard Amount | Notes |
|---|---|---|
| Board cash retainer (Member) | $105,000 | Plan Year; paid at start of plan year; directors may defer to Director Deferral Plan |
| Board cash retainer (Chair) | $155,000 | Additional retainer for non‑executive Chair |
| Audit & Finance Committee retainer | $10,000 (member); $25,000 (chair) | Payable in cash at start of plan year |
| Compensation Committee retainer | $20,000 (chair) | No member retainer |
| Nominating/Corporate Governance Committee retainer | None | — |
| Annual stock grant | $235,000 (fair value) | Granted on March 1 or first trading day after AGM; shares determined by 20‑day avg price; vests immediately; deferrable |
| Pro‑ration for mid‑year appointees | Pro‑rated cash, equity, and committee retainers | Applies to directors joining after start of plan year (Soriot will be pro‑rated) |
Soriot will receive the standard non‑employee director compensation described above, pro‑rated for time served in the year of appointment, and will enter Agilent’s standard indemnification agreement.
Performance Compensation
| Equity Component | Value Basis | Vesting | Performance Metrics |
|---|---|---|---|
| Annual Director Stock Grant | $235,000 grant‑date fair value | Vests immediately on grant; may be deferred | None; director equity is time‑based (no PSUs/options for non‑employee directors) |
Other Directorships & Interlocks
| Company | Sector | Role | Potential Interlock/Exposure |
|---|---|---|---|
| AstraZeneca plc | Biopharma | CEO & Executive Director | Agilent serves pharma customers; Board determined no material related‑party transactions; independence confirmed. |
| Sustainable Markets Initiative | Sustainability | Director | No Agilent related‑party exposure disclosed. |
Expertise & Qualifications
- Decades of global pharmaceutical leadership (AstraZeneca CEO; prior Roche and Genentech executive roles); strategic, operational, and finance expertise.
- Recognized for industry impact (knighthood in 2022 for life sciences and global COVID‑19 response).
- Global experience across Australia, Europe, Japan, and the U.S.; broad boardroom perspective valuable to Agilent’s biopharma and diagnostics end‑markets.
Equity Ownership
| Item | Detail |
|---|---|
| Initial beneficial ownership (Form 3, 05/20/2025) | Common Stock: 0 (Direct) |
| Director stock ownership guideline | Must own ≥6× annual cash retainer; includes outright shares and deferred shares; compliance within 5 years of initial election. |
| Hedging/pledging | Policies prohibit hedging, short selling, and pledging of Agilent common stock by directors and executives. |
| Indemnification | Standard indemnification agreement entered upon appointment. |
Governance Assessment
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Positive signals
- Independence and no related‑party exposure affirmed at appointment; robust related party policy with committee oversight reduces conflict risk.
- Strong governance architecture: independent Chair, majority voting/resignation policy, proxy access, and regular executive sessions.
- Director compensation balanced in cash/equity; immediate vesting equity with optional deferral and strict anti‑hedging/pledging policies support alignment without leverage risks; ownership guideline requires meaningful stake within 5 years.
-
Watch items / potential conflicts
- Dual role as CEO/Executive Director of AstraZeneca (a major pharma customer segment for Agilent) creates perceived conflict potential; however, Board independence determination, explicit “no material interest” disclosure, and related‑party transaction policy mitigate. Monitor committee assignments and any disclosed transactions with AstraZeneca.
- Initial ownership is zero at appointment (Form 3); alignment will build over time under the 6× retainer guideline and annual stock grants.
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Board capacity and refresh
- Board expanded to add Soriot and Brown; succession refresh continued with retirement of long‑tenured director (Kunz). This supports diversified expertise in biopharma and finance for Agilent’s next growth phase.
Overall: Soriot brings deep biopharma leadership and global perspective; independence and policy safeguards reduce conflict risk. Ownership alignment will increase via standard director grants and guideline requirements, while Agilent’s governance framework provides strong investor‑confidence signals.