Jeanne Quirk
AXCELIS TECHNOLOGIESAbout Jeanne Quirk
Independent director since 2022 (age 55), Jeanne Quirk is Senior Vice President, Mergers & Acquisitions at TE Connectivity, a global manufacturer of connectivity and sensor solutions, a role she has held since 2015. She brings 30+ years of electronics-industry experience focused on inorganic growth, following a 10-year tenure at PricewaterhouseCoopers advising strategic buyers and sponsors on acquisitions. At Axcelis, she serves on the Audit Committee (designated a financial expert by the Board) and chairs the Nominating & Governance Committee (since May 2024). The Board has determined she is independent under Nasdaq standards and reported strong overall Board and committee attendance in 2024.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PricewaterhouseCoopers | Advisory to strategic buyers and financial sponsors on acquisitions | 10 years (prior to 2015) | Deep transaction execution experience applicable to Axcelis M&A strategy |
| — | — | — | — |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| TE Connectivity | Senior Vice President, M&A | 2015–present | Oversees development/execution of inorganic strategies (M&A/divestitures) |
| Other public company boards | — | — | Not currently serving on any other public company boards |
Board Governance
- Committees: Audit Committee member (Board-designated financial expert); Nominating & Governance Committee Chair since May 2024.
- Independence: Board determined all non-management director nominees except the CEO are independent under Nasdaq; Quirk is independent.
- Attendance & engagement: Board held 7 meetings in 2024; average director attendance was 97% and none attended less than 75% of Board/committee meetings. Audit Committee met 11 times in 2024, indicating high oversight intensity.
- Board processes led by Nominating & Governance: Annual Board/peer evaluations, CEO evaluation process, governance policies (ownership guidelines, clawback, hedging/pledging prohibitions).
Fixed Compensation
| Component | 2024 Amount (USD) |
|---|---|
| Fees earned or paid in cash | $81,250 |
Axcelis Director Cash Retainer Schedule (structural context):
| Role | Annual Retainer Jan 1–Jun 30, 2024 | Annual Retainer Beginning Jul 1, 2024 |
|---|---|---|
| Board Member | $60,000 | $65,000 |
| Audit Committee Member | $10,000 | $12,500 |
| Nominating & Governance Committee Chair | $10,000 | $10,000 |
Notes:
- No perquisites for non-employee directors; reasonable out-of-pocket expenses reimbursed; standard indemnification agreements and D&O insurance in place.
Performance Compensation
| Equity Award Detail | Grant date | Shares/Units | Vesting | Grant date fair value (USD) |
|---|---|---|---|---|
| Annual non-employee director RSU grant | May 15, 2024 | 1,662 | 100% vests May 15, 2025 (subject to completing one-year term) | $187,706 |
| Prior unvested RSUs at 12/31/2024 | — | 1,143 | As scheduled (in addition to 2024 grant) | — |
| Stock options | — | 0 | — | — |
- Award structure: Director RSUs are time-based (no performance conditions), consistent with plan limits requiring at least one-year vesting and prohibiting repricing/cash buybacks.
- No stock options outstanding or granted in 2024 for non-employee directors.
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None for Quirk |
| Interlocks/related parties | 2024 related party review reported no transactions requiring disclosure; Board noted arms-length, below-threshold customer relationship with SkyWater involving other directors, not Quirk. |
Expertise & Qualifications
- Inorganic growth/M&A execution leader with 30+ years in electronics; SVP M&A at TE Connectivity since 2015.
- Audit Committee financial expert designation by the Board; contributes to financial reporting, internal controls, and ERM oversight.
- Governance leadership as Nominating & Governance Chair; steers Board evaluations, refreshment, director compensation recommendations, and governance policy updates.
Equity Ownership
| Metric | As of | Amount |
|---|---|---|
| Shares owned | Mar 17, 2025 | 5,929 |
| Shares subject to exercisable rights to acquire (within 60 days of record date) | May 16, 2025 | 1,662 |
| Total beneficially owned | Mar 17, 2025 | 7,591 |
| Ownership as % of shares outstanding | Mar 17, 2025 | <1% (indicated by “*”) |
| Shares pledged/margin account | — | None; company states no shares or rights are held in margin or subject to a pledge |
| Stock ownership guideline | — | Directors must hold stock ≥ 3x base Board retainer ($65,000) within 5 years; hedging/pledging prohibited |
| Section 16(a) compliance | FY2024 | Directors/officers complied with all filing requirements, per company review |
Governance Assessment
-
Strengths
- Independence, strong engagement: Independent director with dual roles on Audit (financial expert) and Nominating & Governance (Chair), participating in committees with frequent meetings and leading robust Board/peer evaluation processes.
- Alignment: Meaningful equity component ($187,706 RSU grant for 2024) and ownership guidelines (3x retainer), with hedging/pledging prohibited.
- Attendance and investor support: Board reported high attendance (avg 97%, none <75%), and Say-on-Pay approval of 93.8% in 2024 reflects shareholder confidence in compensation governance.
- Controls: No related-party transactions requiring disclosure in 2024; audit oversight processes and ERM/cybersecurity reporting in place.
-
Potential Watch Items
- External role: As TE Connectivity SVP M&A, monitor for any future Axcelis–TE commercial interactions; none disclosed in 2024 related party reviews.
- Board refresh/skills mix: Continued oversight of Board composition and diversity objectives under N&G mandate.
-
RED FLAGS
- None disclosed for Quirk: No attendance shortfalls, pledging/hedging, or related-party conflicts identified; no option repricing or special perquisites.