Michael O’Grady
ABBOTT LABORATORIESAbout Michael G. O’Grady
Independent director of Abbott Laboratories since 2023; age 59. Chairman and CEO of Northern Trust Corporation (CEO since 2018; Chairman since 2019; President since 2017), with prior senior finance and investment banking roles. Brings deep expertise in leading a global public company in a highly regulated industry, with broad financial, risk management, strategy, and governance experience .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Northern Trust Corporation | Chairman | 2019–present | Oversight of a global financial services company . |
| Northern Trust Corporation | Chief Executive Officer | 2018–present | Overall leadership, strategy, risk management . |
| Northern Trust Corporation | President | 2017–present | Senior executive leadership . |
| Northern Trust Corporation | President, Corporate & Institutional Services | 2014–2016 | Led institutional client businesses . |
| Northern Trust Corporation | Chief Financial Officer | 2011–2014 | Principal financial officer . |
| Bank of America Merrill Lynch | Managing Director, Investment Banking | 2000–2011 | Corporate finance and advisory experience . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Northern Trust Corporation | Director; Chairman & CEO | CEO 2018–present; Chairman 2019–present | Public company board service; significant governance and risk oversight . |
Board Governance
- Committee assignments: Compensation Committee member; Nominations & Governance Committee member (not a chair) .
- Independence: Board determined O’Grady is independent under NYSE standards, after reviewing any potential relationships; Board concluded no material relationship impairing independence .
- Attendance and engagement: Board held 8 meetings in 2024; average attendance was 99%, and each director attended at least 75% of board/committee meetings; executive sessions led by the Lead Independent Director at each regularly scheduled meeting .
- Committee activity: 2024 meetings — Audit (7), Compensation (3), Nominations & Governance (4), Public Policy (4), Executive (0) .
- Board leadership: Lead Independent Director Nancy McKinstry; distinct responsibilities include presiding over executive sessions, agenda review, performance evaluations, and shareholder engagement .
Fixed Compensation
| Component (2024) | Value |
|---|---|
| Fees Earned or Paid in Cash | $0 (elected options in lieu of cash) . |
| Stock Awards (annual RSUs) | $199,892 . |
| Option Awards (in lieu of fees) | $126,000 . |
| Change in Pension Value/Deferred Comp Earnings | $0 . |
| All Other Compensation | $0 . |
| Total | $325,892 . |
Program features: Non-employee directors earn $10,500 per month; committee chair monthly fees vary (Audit $2,500; Compensation $2,083.33; Nominations & Governance $1,250 rising to $2,083.33 from May 1, 2025; Public Policy $1,250; Lead Independent Director $3,333.33). Audit Committee members (non-chair) receive $500 per month. Fees can be paid in cash, deferred, into grantor trust, or in vested options .
Performance Compensation
| Equity Award | Grant detail | Units/Value | Vesting/Terms |
|---|---|---|---|
| Annual Director RSUs | RSUs granted at annual meeting to each non-employee director | $200,000 value in 2024; 1,866 units . | RSUs are vested upon grant; receive cash dividends; one share per unit upon termination/retirement/death or change-in-control . |
| Options in lieu of cash fees | Director’s election under Non-Employee Directors’ Fee Plan | $126,000 grant date fair value in 2024 . | Options vested in full at grant; calculated using Black-Scholes; outstanding options for O’Grady: 8,980 as of 12/31/2024 . |
Ownership guidelines: Directors must own, within five years, Abbott shares equal to five times annual director fees; all directors with five years’ tenure meet/exceed guidelines .
Note: Abbott director equity awards are not conditioned on performance metrics; RSUs are vested and options are granted in lieu of cash fees .
Other Directorships & Interlocks
| Company | Relationship | Potential Interlock/Conflict Review |
|---|---|---|
| Northern Trust Corporation | Director; Chairman & CEO | Abbott’s independence review considered that certain nominees or family members may serve at companies with which Abbott transacts; Board concluded independence not impaired. No directors may serve on a competitor’s board; directors must pre-clear new public company directorships to avoid conflicts . |
Expertise & Qualifications
- Leads a global public company in a highly regulated industry, with oversight of operations, risk, strategy, and governance; brings broad financial expertise including financial advisory and investment banking .
- Skills align with Abbott’s board needs: finance and accounting, risk management, corporate governance, and global operations .
Equity Ownership
| Metric | Amount |
|---|---|
| Beneficial ownership (includes director RSUs) | 3,682 shares/units . |
| Stock options exercisable within 60 days | 8,980 . |
| Shares pledged as collateral | None; directors/officers prohibited from pledging or margin accounts . |
| Hedging | Prohibited for directors/officers . |
| Ownership as % of outstanding shares | Less than 1%; no director/officer individually owns ≥1% . |
Governance Assessment
- Board effectiveness: Independent committee structure, majority independent board (11 of 12), annual majority vote elections, executive sessions, robust evaluation processes and private committee sessions with management enhance oversight quality .
- Compensation governance: O’Grady serves on the Compensation Committee with independent members; Meridian Compensation Partners engaged as independent consultant, performing no other work; committee determined no conflicts of interest .
- Engagement/attendance: Strong board engagement (99% average attendance; all directors ≥75%), with eight board meetings in 2024 and routine executive sessions; supports confidence in director commitments .
- Alignment safeguards: Director ownership guidelines (5x annual fees within five years), strict prohibitions on hedging/pledging, and clear related-person transaction review overseen by Nominations & Governance Committee .
- Signals: Say-on-Pay averaged 91% support over five years, indicating generally favorable investor views of compensation governance (context for overall governance quality) .
Potential Risks / RED FLAGS to monitor
- Time commitments: O’Grady is a sitting public-company Chairman & CEO while serving on Abbott’s board. Abbott’s governance guidelines require directors to limit other public company boards to avoid conflicts and to pre-clear new roles; current attendance metrics are strong, but continued monitoring of commitments is prudent .
- Related-party exposure: Abbott disclosed one related person transaction in 2024 unrelated to O’Grady and outlined a formal review/approval process; no related-party transactions were disclosed for O’Grady .
- Equity award structure: Director RSUs vest upon grant and options are granted in lieu of cash fees; although typical for directors, there are no performance conditions tied to director equity awards .
Overall, O’Grady’s finance and risk credentials, independent status, and Compensation/Nominations committee roles support board effectiveness; governance safeguards (ownership guidelines, hedging/pledging bans, independence vetting) mitigate conflict risks for investors .