Julie Bushman
AdientAbout Julie L. Bushman
Independent director at Adient plc since 2016; age 63. Former Executive Vice President, International Operations at 3M (2017–Apr 2020), with prior senior roles spanning business transformation, IT, and multiple operating divisions. Recognized for manufacturing, executive leadership, and technology/IT expertise; currently serves on Audit and Human Capital & Compensation at Adient. The Board has affirmatively determined she is independent .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| 3M Company | EVP, International Operations | 2017–Apr 2020 | Global operations leadership |
| 3M Company | SVP, Business Transformation & IT | 2013–2017 | Enterprise transformation, IT leadership |
| 3M Company | EVP, Safety & Graphics | 2012–2013 | Segment leadership |
| 3M Company | EVP, Safety, Security & Protection Services | 2011–2012 | Segment leadership |
| 3M Company | VP & GM, Occupational Health & Environmental Safety; Division VP (same) | Prior roles (dates not specified) | Product/segment leadership |
External Roles
| Organization | Role | Tenure/Status | Committees |
|---|---|---|---|
| Bio‑Techne Corp. | Director | Current | Audit; Compensation |
| Phillips 66 | Director | Current | Human Resources & Compensation; Public Policy & Sustainability; Nominating & Governance |
| Johnson Controls, Inc. | Director | Prior, until 2016 | — |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Independent director (affirmatively determined) |
| Years on ADNT Board | Director since 2016; 8 years on board (skills matrix) |
| Current ADNT Committees | Audit Committee (Member); Human Capital & Compensation Committee (Member) |
| Committee Chair Roles | None (not a chair) |
| Board/Committee Attendance | Each director attended ≥75% of meetings in FY2024; Board held 8 meetings |
| AGM Attendance | All directors serving at the time attended the 2024 AGM |
| Committee Meeting Load (FY2024) | Audit: 9; Human Capital & Compensation: 6; Corporate Governance: 3; Executive: 0 |
| Executive Sessions | Independent directors held executive sessions regularly in FY2024; independent Chair presided |
| Leadership Structure | Independent Chair; Chair and CEO roles separated |
Fixed Compensation (Non‑Employee Director – FY2024)
| Component | Amount | Notes |
|---|---|---|
| Annual Retainer (Cash) | $145,000 | Paid in advance around the AGM |
| Annual Retainer (Stock) | $145,000 | Granted Mar 12, 2024 at $34.46 close |
| Committee Chair Fees | $0 | Not a chair (Audit Chair +$20k; HCC Chair +$20k; Gov Chair +$15k) |
| Board Chair/Lead Dir Fees | $0 | Not applicable (Board Chair total +$170k split cash/stock; Lead Director +$30k cash when applicable) |
| Meeting Fees | $0 | No meeting fees for Board/committees |
| Total FY2024 | $290,000 | $145k cash + $145k stock |
Director ownership guideline: 5x the annual cash retainer within 5 years; all directors either comply or are within the time window .
Performance Compensation
- Adient does not provide performance-conditioned equity (e.g., PSUs) or options to non‑employee directors; equity is delivered as ordinary shares as part of the annual retainer; no meeting fees are paid .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public boards | Bio‑Techne (Audit; Compensation); Phillips 66 (HRC; Public Policy & Sustainability; Nominating & Governance) |
| Compensation Committee interlocks | None among HCC members (no interlocks) |
| Potential interlocks/conflicts | No related‑party transactions considered by Audit Committee in FY2024; policy requires committee approval if any arise |
Expertise & Qualifications
- Senior executive leadership; manufacturing/industrial; technology and information security; global/international; strategic planning; financial literacy (skills matrix) .
- Brings manufacturing and IT transformation experience from 3M; public company board experience across life sciences and energy sectors .
Equity Ownership
| Holder | Beneficially Owned Shares | % of Outstanding | Notes |
|---|---|---|---|
| Julie L. Bushman | 41,340 | ~0.05% | 41,340 / 83,932,693 shares outstanding as of Record Date; “<1%” per proxy |
| Unvested Share Units | — | — | No director share units listed for Bushman; equity retainer paid in ordinary shares |
| Hedging/Pledging | Prohibited by Insider Trading Policy (applies to directors) | ||
| Director Ownership Guideline | 5x annual cash retainer; directors comply or are within time to comply |
Governance Assessment
-
Strengths
- Independence confirmed; serves on two key oversight committees (Audit; HCC), supporting financial reporting/cyber oversight and pay/human capital oversight .
- Strong attendance expectations met across the board; Board and committees active (Audit 9; HCC 6 meetings in FY2024) .
- Director pay structure balanced (50% cash/50% stock) with ownership guideline (5x cash retainer) aligning interests; hedging/pledging prohibited .
- No related‑party transactions involving directors in FY2024; robust related‑party review policy .
- Shareholder support signals: 95% Say‑on‑Pay approval in 2024 (reflects broad confidence in compensation governance) .
-
Watch items
- Multi‑board service (Bio‑Techne, Phillips 66) increases time demands; however, ADNT’s Corporate Governance Committee explicitly evaluates “Other Time Demands (Other Boards)” and independence annually; attendance thresholds were met .
- Potential supply-chain adjacency via Phillips 66 (energy/materials) warrants routine related‑party monitoring; none disclosed in FY2024 .
Overall: Bushman’s profile (manufacturing + IT/cyber + finance literacy) is additive for ADNT’s risk and transformation agenda. Committee assignments and equity‑based pay structure support investor alignment; no conflict or attendance red flags disclosed .