Melody B. Meyer
Director at ABBV
Board
About Melody B. Meyer
Independent director since 2017 (Age 67), Meyer is a former senior Chevron executive with 37 years of global operating, technology, and capital project leadership experience; she led Chevron Asia Pacific Exploration & Production (2011–2016) and Chevron Energy Technology Company (2008–2011). She is President of Melody Meyer Energy, LLC (since June 2016) and currently chairs AbbVie’s Public Policy & Sustainability Committee while serving on the Audit Committee, bringing deep EHS, sustainability, and long‑cycle project expertise to AbbVie’s board governance .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Chevron Asia Pacific Exploration & Production | President | Mar 2011 – Apr 2016 | Led large-scale operations across Asia; extensive experience in long-term capital projects, EHS and sustainability . |
| Chevron Energy Technology Company | President | 2008 – 2011 | Oversight of technology strategy and deployment; global operational expertise . |
| Melody Meyer Energy, LLC | President | Jun 2016 – Present | Energy consulting; global strategic and operational advisory . |
External Roles
| Company | Role | Tenure | Notes |
|---|---|---|---|
| bp p.l.c. | Director | Current | Public company directorship; adds global energy/EHS perspective . |
| NOV, Inc. | Director | 2017 – 2023 | Prior public company directorship . |
Board Governance
- Committee assignments: Audit member; Public Policy & Sustainability Committee Chair; member of Executive Committee .
- Independence: Board determined Meyer is independent under NYSE standards; independence affirmed after considering any relationships involving companies with which AbbVie transacts; none impaired independence .
- Attendance: Board held 7 meetings in 2024; average director attendance 96%, and each director attended at least 75% of board and applicable committee meetings. Audit met 6x, Compensation 4x, Nominations & Governance 4x, Public Policy & Sustainability 4x .
- Governance strengths relevant to Meyer’s chair role: committee oversight includes public policy, legal/regulatory, government affairs, health care compliance, social responsibility, sustainability and environmental matters (including ethics, political contributions, corporate philanthropy) .
- Policies: Robust director anti‑hedging/anti‑pledging; mandatory/executive clawback; director stock ownership guideline of 5x annual director fee within five years .
Fixed Compensation
| Component | 2024 Amount ($) | Detail/Notes |
|---|---|---|
| Fees earned or paid in cash | 142,500 | Plan terms: $120,000 annual director fee; $10,000 Audit Committee member; $25,000 committee chair fee (pro‑rated monthly; AbbVie appointed new committee chairs in July 2024, consistent with partial‑year chair fee reflected) . |
| All other compensation | 47,378 | Includes charitable matching ($25,000), spousal travel related taxes ($6,767), and incremental costs for overseas board meeting logistics; amounts itemized within director footnotes . |
| Total | 404,696 | Sum of cash fees + RSU grant value + other (see performance section for RSUs) . |
Performance Compensation
| Equity Element | 2024 Grant/Status | Terms |
|---|---|---|
| Restricted Stock Units (annual director grant) | $214,818 grant date fair value; 1,322 RSUs awarded to each non‑employee director at 2024 annual meeting date | RSUs vested; directors receive cash dividends during service; upon board retirement/termination/change in control, one share per unit delivered; no access during service . |
| Stock options | 0 outstanding as of Dec 31, 2024 | No director stock options outstanding; options not part of director package . |
Performance metrics for director equity are not formula-based like NEO awards; director equity is time-based RSUs with service/retirement delivery provisions .
Other Directorships & Interlocks
| Relationship | Detail | Governance Implication |
|---|---|---|
| External board seats | bp p.l.c. (current); NOV, Inc. (2017–2023) | AbbVie’s governance guidelines cap board service to prevent overboarding; Board affirmed independence after reviewing any transactional relationships; no impairment noted . |
| Shared backgrounds on AbbVie board | Multiple directors with energy/industrial experience (e.g., Roberts—Chevron Pipe Line; Tilton—Chevron Texaco background) | Sector diversity can enhance risk oversight; AbbVie maintains related‑party transaction policy and annual independence review . |
Expertise & Qualifications
- Operational, management, strategic planning, and financial expertise with extensive global experience across developed and developing markets; strong EHS, sustainability, and long-term capital project oversight; active champion of women in energy .
- Committee leadership on public policy and sustainability aligns with AbbVie’s ESG governance framework and investor engagement priorities .
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Shares beneficially owned (incl. director RSUs) | 15,295 | Non‑employee director RSUs are included in beneficial ownership per proxy method . |
| Stock options exercisable within 60 days | 0 | No options outstanding for directors . |
| Director RSUs outstanding (12/31/2024) | 15,295 | Delivered as common shares upon retirement/termination/change in control . |
| Ownership guidelines | 5x annual director fee within five years; individual compliance not disclosed | Anti‑hedging and anti‑pledging policies apply . |
Governance Assessment
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Strengths
- Independence affirmed; chairs ESG‑critical committee with clear oversight of public policy, compliance, and sustainability; multi‑industry global experience enhances board risk oversight .
- Attendance robust at the board level (96% average); committee activity regular; director compensation benchmarked by independent Compensation Committee (Semler Brossy) with annual review .
- Alignment through annual RSU grants; director ownership guideline (5x annual fee) and anti‑hedging/pledging policies strengthen shareholder alignment .
-
Potential risks/considerations
- External energy board seat (bp) creates informational interlocks but proxy discloses annual independence reviews and a related‑person transaction policy; Board concluded no impairing relationships .
- Perquisites are modest (charitable match; spousal travel taxes) and disclosed; not indicative of governance laxity given transparency and policy framework .
-
Signal to investors
- Meyer’s ESG/sustainability leadership and global operational background align with AbbVie’s disclosure emphasis on ESG governance and investor engagement; her Audit committee membership supports financial literacy expectations for committee members; overall, governance structure and policies mitigate conflict risks while reinforcing oversight quality .