Darren McDew - Director | ABBOTT LABORATORIES (ABT) Executive Profile & Compensation

About 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 .