Darren McDew
ABBOTT LABORATORIESAbout Darren W. McDew
Independent director of Abbott Laboratories since 2019 (age 64), Darren W. McDew is a retired four-star U.S. Air Force General and former Commander of U.S. Transportation Command, bringing deep expertise in leading complex global operations, risk management, cybersecurity, and supply chain/infrastructure oversight. He serves on Abbott’s Nominations and Governance and Public Policy Committees and has been affirmatively determined independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. Transportation Command | Commander | 2015–2018 | Single manager for global air, land, and sea transportation for U.S. DoD; oversight of complex global logistics |
| U.S. Air Force | Vice Director for Strategic Plans and Policy, Joint Chiefs of Staff; Military Aide to the President; Director of Air Force Public Affairs; Chief of Air Force Senate Liaison Division | — | Senior leadership roles spanning strategy, policy, public affairs, and congressional liaison |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Parsons Corporation | Director | — | Public company board service |
| General Electric Company | Director | — | Public company board service |
| United Services Automobile Association | Director | — | Non‑profit/industry board service |
| Boys & Girls Club of America | Director | — | Non‑profit board service |
| Manns Home Youth Foundation | Director | — | Non‑profit board service |
Board Governance
- Committee assignments: Nominations and Governance Committee (member), Public Policy Committee (member); not a committee chair .
- 2024 meeting cadence: Board met 8 times; average director attendance 99%; each director attended at least 75% of Board/committee meetings. All directors attended the annual shareholders meeting .
- Committee activity: Nominations & Governance—4 meetings; Public Policy—4 meetings in 2024 .
- Independence: Board determined McDew independent under NYSE standards after reviewing relationships and confirming no material relationships impair independence .
- Governance structure: Fully independent committees; Lead Independent Director presides over executive sessions and has defined oversight responsibilities .
Fixed Compensation
| Component (2024) | Amount |
|---|---|
| Fees Earned or Paid in Cash | $126,000 |
| Stock Awards (RSUs grant-date fair value) | $199,892 |
| Option Awards | $0 |
| Change in Pension Value/Nonqualified Deferred Comp Earnings | $0 |
| All Other Compensation | $0 |
| Total | $325,892 |
- Director fee structure: $10,500 monthly retainer; committee chair fees apply only to chairs; Audit members receive an extra $500/month. McDew is not a chair and not on Audit, so no incremental cash fees beyond the retainer .
- RSU program for directors: Annual vested RSUs valued at $200,000 (rounded down); in 2024 this equaled 1,866 units; dividend equivalents paid in cash; one common share delivered per RSU upon termination/retirement/change in control .
- Director ownership guideline: Within five years, own Abbott shares valued at five times annual director fees; all directors with five years’ tenure or more meet/exceed guidelines (McDew appointed 2019) .
Performance Compensation
| Equity Grant Detail (2024) | Units / Terms | Valuation |
|---|---|---|
| Annual Director RSUs | 1,866 units; vested at grant; dividend equivalents; one share per unit delivered upon termination/retirement/change in control | $199,892 (grant-date fair value) |
Abbott’s director equity grants are not tied to performance metrics; they are vested RSUs intended to align director interests with shareholders through ownership and dividend equivalents .
Other Directorships & Interlocks
| Company | Role | Potential Interlocks/Conflicts |
|---|---|---|
| Parsons Corporation | Director | No related‑party transactions disclosed involving McDew; Board prohibits service on competitor boards |
| General Electric Company | Director | No related‑party transactions disclosed involving McDew; Board prohibits service on competitor boards |
- Related‑party transactions oversight: Nominations & Governance Committee reviews/approves transactions ≥$120,000; 2024 disclosure noted a related person involving another director (Dr. Blount’s son‑in‑law), not McDew .
- Competitor service prohibition: Directors may not serve on competitor boards; conflicts are reviewed before accepting new directorships .
Expertise & Qualifications
- Large‑scale global operations leadership; strategic planning; security and risk management; cybersecurity; supply chain and infrastructure management; succession planning and leadership development .
Equity Ownership
| Holding Type | Amount |
|---|---|
| Shares Beneficially Owned | 8,757 |
| Stock Options Exercisable (60 days) | 0 |
| Stock Equivalent Units (Director Fee Plan) | 0 |
| Ownership as % of Outstanding Shares | <1% (no director >1%) |
| Shares Pledged as Collateral | None; pledging prohibited and none reported |
| Compliance with Director Ownership Guideline | Meets/exceeds 5x annual fees (≥5 years tenure) |
Governance Assessment
- Strengths: Proven independence; relevant risk/cyber/logistics expertise aligned with Abbott’s operational and public-policy oversight needs; strong attendance culture (Board 99% average) and independent committee structure; director ownership guideline compliance; no pledging/hedging permitted .
- Compensation alignment: Balanced mix favoring equity over cash (RSUs ~$200k vs. cash fees $126k), reinforcing long‑term alignment without performance‑sensitive pay that could compromise independence .
- Conflicts and red flags: No related‑party transactions disclosed for McDew; service on other boards subject to pre‑clearance and competitor restrictions; none indicated that impair independence. Hedging/pledging prohibited; no pledges reported .
- Engagement: Board executive sessions at each regular meeting; Lead Independent Director framework supports candid oversight; committees in McDew’s remit (N&G: 4; Public Policy: 4) met regularly in 2024, indicating active governance .