Michelle Kumbier
About Michelle A. Kumbier
Michelle A. Kumbier (age 57) is an independent director of Abbott Laboratories, serving since 2018. She is currently Senior Vice President and President, Turf & Consumer Products at Briggs & Stratton, LLC (since March 2022), after a 20+ year operating career at Harley‑Davidson across product, operations, and COO roles, and earlier roles at Kohler Company, bringing deep manufacturing, product development, commercial, and strategic planning expertise aligned to Abbott’s diversified operating model . She is a member of Abbott’s Audit and Compensation Committees and is deemed independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Harley‑Davidson Motor Company | Senior Vice President & Chief Operating Officer | 2017–2020 | Executive operator across a global manufacturer; operations oversight |
| Harley‑Davidson Motor Company | SVP, Motor Company Product & Operations | 2015–2017 | Product development and operations leadership |
| Harley‑Davidson | Various executive roles | 1997–2015 | Manufacturing, commercial, BD, and strategic planning |
| Kohler Company | Various positions | 1986–1997 | Premium manufacturing exposure; early career |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Teledyne Technologies Incorporated | Director | Not disclosed | Not disclosed |
| Ryerson Holding Corporation | Director | Not disclosed | Not disclosed |
Board Governance
- Committee memberships: Audit and Compensation; not a chair .
- Independence: The Board determined Kumbier is independent under NYSE standards (no material relationships) .
- Attendance and engagement: Board held 8 meetings in 2024; average director attendance was 99%, and each director attended ≥75% of Board/committee meetings; all directors attended the annual shareholders meeting .
- Committee activity: 2024 meetings held—Audit: 7; Compensation: 3; Nominations & Governance: 4; Public Policy: 4; Executive: 0 .
- Lead Independent Director: Nancy McKinstry; executive sessions of independent directors occur at each regularly scheduled Board meeting .
- Governance policies (signals): No hedging/pledging allowed; robust recoupment policy; double‑trigger CoC for executives; independent comp consultant (Meridian) with no conflicts .
Fixed Compensation (Director)
| Component | Detail | 2024 Amount (USD) |
|---|---|---|
| Annual Director Retainer | $10,500 per month × 12 | $126,000 |
| Audit Committee Member Fee | $500 per month × 12 | $6,000 |
| Committee Chair Fees | Not applicable (not a chair) | $0 |
| Total Cash Fees | Retainer + Audit member fee | $132,000 |
| Other Cash/Option Elections | None elected as option in 2024 | $0 |
- 2024 Director compensation mix (Kumbier): Fees earned or paid in cash $132,000; stock awards $199,892; option awards $0; other $0; total $331,892 .
- Directors may defer fees into grantor trusts or receive options in lieu of cash; Kumbier did not receive option awards in 2024 .
Performance Compensation (Director Equity Program)
| Item | Grant/Status | Specifics |
|---|---|---|
| Annual RSU grant (non‑employee directors) | Vested RSUs at annual meeting | Grant value $200,000 (rounded down); in 2024 this equated to 1,866 units |
| Dividends | Cash payments at shareholder rate on RSUs | Cash equal to dividends on covered shares |
| Settlement | One share per RSU upon retirement/termination/CoC | Settled in common shares |
| Ownership guideline | 5× annual director fees within 5 years | All directors with ≥5 years tenure meet/exceed; Kumbier qualifies (director since 2018) |
Abbott’s director equity program is retainer‑equity based; no director performance metrics are tied to RSUs (they are vested upon grant and settle on separation) .
Other Directorships & Interlocks
- Current public boards: Teledyne Technologies Incorporated; Ryerson Holding Corporation .
- Governance guardrails: Directors must limit other public boards to avoid conflicts and may not serve on competitor boards; potential relationships with entities buying/selling to Abbott are assessed in independence determinations and did not impair independence .
- Related‑party transaction oversight: Nominations & Governance Committee reviews/approves related‑person transactions ≥$120,000; process documented; 2024 example involved another director (Blount), not Kumbier .
Expertise & Qualifications
- Manufacturing operations and product development leadership from Harley‑Davidson; commercial, BD, and strategic planning experience relevant to Abbott’s diversified operating model .
- Public company board experience in industrials and distribution (Teledyne, Ryerson), bringing cross‑industry perspective to audit and compensation oversight .
Equity Ownership
| Measure | Quantity | Notes |
|---|---|---|
| Shares Beneficially Owned | 14,079 | As of January 31, 2025 |
| RSUs Outstanding (Director) | 10,998 | Settled one share per unit upon separation |
| Options Exercisable (60 days) | 0 | As of January 31, 2025 |
| Pledged Shares | None | Abbott policy prohibits pledging; none pledged by any director |
| Ownership % of Outstanding | <1% | No director >1%; group <1% |
| Ownership Guideline Compliance | Meets/Exceeds | 5× annual fees within 5 years; all ≥5‑year directors compliant |
Governance Assessment
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Positive signals:
- Independent director on Audit and Compensation—aligned with robust oversight of financial reporting, cybersecurity, director/executive pay, and equity programs; committees are fully independent .
- Attendance discipline (Board 99% average; minimum ≥75% for all), and executive sessions at each meeting—supports board effectiveness and independent oversight .
- Strong shareholder support for pay (Say‑on‑Pay average ~91% over past five years)—indicates investor confidence in compensation governance .
- Ownership alignment: RSU retainer, dividend equivalence, and 5× fee ownership guideline compliance; no hedging or pledging permitted .
- Independent compensation consultant (Meridian) engaged solely for board/exec compensation; no conflicts .
-
Potential risks/monitoring items:
- Multiple external directorships necessitate ongoing monitoring for time commitments; Abbott’s guidelines require notification/limits and bar competitor board service (no specific concerns disclosed) .
- Related‑party transaction process exists; no Kumbier‑specific related‑party exposure disclosed; continue monitoring as Abbott sells to/buys from entities where directors/families may serve .
Overall, Kumbier’s manufacturing/operator background complements Abbott’s portfolio; independence, committee roles, attendance, and ownership policies point to strong governance alignment with limited conflict indicators disclosed .