Bradley W. Buss

About Bradley W. Buss

Bradley W. Buss, age 61, has served on AECOM’s Board since 2020 and is designated an independent director under NYSE standards. He brings extensive financial and accounting expertise from serving as CFO at SolarCity (2014–2016) and Cypress Semiconductor (2005–2014), and currently chairs AECOM’s Nominating and Governance Committee while also serving on the Compensation and Organization Committee. His education includes a B.A. in Economics from McMaster University and a Business Administration degree with a finance and accounting focus from the University of Windsor .

Past Roles

Organization	Role	Tenure	Committees/Impact
SolarCity Corporation	Chief Financial Officer	2014–2016	Led finance for a public clean energy company; contributes capital markets and accounting acumen at AECOM
Cypress Semiconductor Corporation	Chief Financial Officer	2005–2014	Public-company CFO experience; strengthens audit, controls, and financial oversight capabilities on AECOM’s board

External Roles

Organization	Role	Tenure	Committees/Impact
QuantumScape Corporation	Director	2020–Present	Public board; energy/storage technology perspective
Marvell Technology, Inc.	Director	2018–Present	Public board; semiconductor/technology insights
TuSimple	Director	2020–2022	Public board; autonomous tech oversight experience
Advance Auto Parts, Inc.	Director	2016–2021	Public board; retail/operations exposure
Tesla, Inc.	Director	2009–2019	Public board; large-scale manufacturing and innovation exposure
CelLink Corp (private)	Director	2022–Present	Private board; manufacturing/supply chain exposure
Diamond Foundry (private)	Director	2018–Present	Private board; advanced materials perspective

Board Governance

Committee assignments: Compensation & Organization Committee member; Nominating & Governance Committee Chair .
Independence: Board determined Buss is independent under NYSE standards (one of seven independent nominees) .
Attendance: In FY2024, the Board met 5 times; Audit 8, Compensation 3, Nominating 3. Each incumbent director attended 100% of Board and applicable committee meetings .
Executive sessions: Held at each regularly scheduled Board and committee meeting in FY2024; chaired by the respective committee chair, with Lead Independent Director to chair when that role is in place .
Board leadership: Roles of Chair and CEO combined effective at the 2025 Annual Meeting; Douglas W. Stotlar appointed Lead Independent Director to maintain independent oversight .
Retirement policy: Mandatory retirement age of 72 for new directors (75 for current directors) .

2025 Shareholder Voting Signal (Director Election and Say‑on‑Pay)

Item	For	Against	Abstain	Non‑Votes
Election of Bradley W. Buss	96,005,514	16,990,495	658,744	8,742,393
Advisory vote on executive compensation (Say‑on‑Pay)	106,936,948	6,427,193	290,612	8,742,393

Observation: Buss received the highest “Against” votes among nominees listed, indicating relatively greater shareholder scrutiny compared to peers, while Say‑on‑Pay passed with a strong margin .

Fixed Compensation

Component (FY2024)	Amount
Fees Earned or Paid in Cash ($)	135,500
Stock Awards ($)	167,558
All Other Compensation ($)	1,510
Total ($)	304,568

Director compensation policy elements:

Annual cash retainer for non‑employee directors: $100,000; committee member retainers: Audit $12,000; other committees $9,500; chair retainers: Audit $25,000, Compensation $25,000, other committees $20,000; Board Chair retainer: $150,000 .
Meeting fees paid when meetings exceed five per year: $1,500 in‑person / $1,000 by phone; $1,000 per day for other qualifying Board‑related functions plus travel reimbursement .
Eligibility to participate in AECOM Executive Deferred Compensation Plan (may elect to defer cash retainer and/or RSUs) .

Performance Compensation

Grant	Type	Grant Value	Unvested Units (as of 9/30/2024)	Vesting	Settlement
March 19, 2024	Time‑vested RSUs	$167,500 (standard for non‑employee directors)	1,789	100% on earlier of first anniversary or date of 2025 Annual Meeting	Settled in AECOM shares

Note: Director equity grants are time‑vested RSUs; no director performance metrics (e.g., EPS, TSR) attach to director equity. Performance metrics disclosed in the proxy pertain to NEO compensation (Adjusted EBITDA, margins, EPS growth, FCF, ROIC, Relative TSR) and not to directors .

Other Directorships & Interlocks

Category	Detail
Compensation Committee Interlocks	FY2024 members: Tishman (Chair), Buss, Kerr, Stotlar, van ’t Noordende; no Item 404(a) relationships for Buss or other members except van ’t Noordende (Randstad transaction) .
Related‑party transactions	Policy requires Audit Committee review of transactions >$120,000; van ’t Noordende’s employer (Randstad) received ~$127,542.35 for temp staffing; no Item 404(a) relationships disclosed for Buss .

Expertise & Qualifications

Financial and accounting expertise; former public‑company CFO (SolarCity, Cypress) providing deep knowledge of public company finance, risk oversight, and capital markets .
Public board experience across technology and industrials, enhancing strategic and risk perspectives relevant to AECOM’s operations .
Board skills matrix emphasizes independence and financial literacy as core attributes for nominees; Buss is listed as independent and financially literate under NYSE rules .

Equity Ownership

Measure	Value
Beneficial Ownership (shares) as of Jan 6, 2025	24,836
Percent of Class	<1% (indicated by “*”)
RSUs counted in beneficial ownership (settle within 60 days)	Included for directors (1,789 RSUs)
Unvested RSUs (as of Sept 30, 2024)	1,789
Director Stock Ownership Guideline	5× annual retainer; compliance due by end of fiscal year following 5th anniversary
Buss Actual Ownership vs Guideline	22.3× retainer multiple (meets/exceeds)

Governance Assessment

Strengths: Independent status; Chair of Nominating & Governance and member of Compensation Committee; 100% attendance; strong “skin‑in‑the‑game” with ownership at 22.3× retainer; no Item 404 related‑party disclosures for Buss; executive sessions at all meetings support independent oversight .
Signals: 2025 re‑election passed but with the highest “Against” vote among nominees, indicating comparatively greater investor scrutiny of Buss’s candidacy .
Board structure context: Combined Chair/CEO role implemented in 2025, with Lead Independent Director designated to maintain independent oversight; ongoing annual board/committee self‑evaluations and majority voting regime mitigate governance risk .
RED FLAGS: None disclosed for Buss regarding related‑party transactions, pledging/hedging, or attendance; Compensation Committee interlocks do not implicate Buss; say‑on‑pay received strong support in 2025 .