Bob De Lange
About Bob De Lange
Independent director at AGCO since January 2021; age 55. Currently Group President, Services, Distribution and Digital at Caterpillar Inc., with prior leadership roles across Construction Industries, Excavation, and Earthmoving, and global assignments in Europe and Asia . AGCO’s Board affirms his independence (all directors independent except the CEO, Eric Hansotia, and Mallika Srinivasan) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Caterpillar Inc. | Group President, Services, Distribution and Digital | Not disclosed; current | Responsible for management of Caterpillar brand and global distribution network |
| Caterpillar Inc. | Group President, Construction Industries | Not disclosed | Senior leadership of major equipment segment |
| Caterpillar Inc. | Vice President, Excavation Division | Not disclosed | Portfolio/product leadership |
| Caterpillar Inc. | Worldwide Product Manager, Earthmoving Division | Not disclosed | Global product management |
| Caterpillar Inc. | Various leadership roles since joining in 1993 | Since 1993 | International experience (Europe, Asia); digitalization and dealer capability expertise |
External Roles
| Organization | Role | Board/Committee | Notes |
|---|---|---|---|
| Caterpillar Inc. | Group President, Services, Distribution and Digital | Not a board role | Executive role; no AGCO-related party transactions disclosed with Caterpillar; independence affirmed |
Board Governance
- Committee assignments: Executive Committee member; Governance Committee member; Sustainability Committee Chair .
- Independence: Independent director (Board determined all directors independent except Hansotia and Srinivasan) .
- Attendance: Board held five meetings in 2024; each director attended at least 75% of Board and committee meetings on which they served; all incumbent directors attended the April 2024 Annual Meeting in person .
- Executive sessions: Non-management director executive sessions at each regular Board meeting; Lead Director presides .
- Lead Independent Director: Michael C. Arnold; five-year term limit for Lead Director and certain committee chairs as governance practice .
- Ownership guidelines: Non-employee directors must hold AGCO equity equal to five times the annual retainer .
- Hedging/pledging policy: Prohibited, with narrow exception tailored to a TAFE-related situation; policy remains stringent .
| Committee | Role | 2024 Meetings | Key Oversight Scope |
|---|---|---|---|
| Executive | Member | 4 | Authorized to act between Board meetings within defined limits |
| Governance | Member | 6 | Director recruitment, governance principles, Board evaluation |
| Sustainability | Chair | 3 | Environmental policies, safety/human rights, sustainability disclosures, climate-related risk oversight |
Fixed Compensation
| Component (2024) | Amount (USD) | Detail |
|---|---|---|
| Annual base retainer (cash) | $135,000 | Non-employee director cash retainer |
| Committee chair fee (Sustainability) | $15,000 | Standard chair fee for committees other than Audit ($25k), T&C ($20k), Governance ($17.5k) |
| Additional cash retainer (3+ committees, excl. Exec) | $0 | $6,000 applies only if serving on ≥3 committees excluding Executive; not applicable based on roster |
| Total cash fees | $150,000 | Sum of retainer + chair fee |
Performance Compensation
| Equity Award | Grant Date | Shares | Grant-Date Fair Value | Vest/Restrictions |
|---|---|---|---|---|
| Restricted stock (annual director grant) | April 25, 2024 | 1,572 | $185,000 | Restricted from transfer for one year; non-transferability lapses upon Board departure |
- Directors do not receive stock options or PSUs; no performance-vested equity disclosed for directors .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Notes |
|---|---|---|---|
| None disclosed | — | — | No other public company directorships disclosed for De Lange in AGCO’s proxy . |
- Compensation Committee interlocks: None involving AGCO executives; T&C members were independent directors, and no AGCO executive serves on boards where an AGCO director is an executive .
Expertise & Qualifications
- Digitalization and dealer capability; product design, supply chain, manufacturing and distribution; extensive international experience (Europe/Asia) .
- Brings senior executive perspective from global equipment manufacturer with analogous issues to AGCO .
Equity Ownership
| Holder | Total Beneficial Ownership | Percent of Class | Notes |
|---|---|---|---|
| Bob De Lange | 11,190 shares | <1% | Includes 1,572 restricted shares from April 25, 2024 grant as of Dec 31, 2024 |
- Director stock ownership guideline: 5× annual retainer; individual compliance status not disclosed .
- No pledging/hedging disclosed; company policy prohibits hedging and pledging (with narrow exception as noted) .
Governance Assessment
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Strengths:
- Independent director with relevant operating, digital, and distribution expertise; chairs Sustainability Committee, enhancing ESG oversight .
- Clean related-party profile for De Lange; Board independence affirmed; robust ownership and clawback policies; prohibition on hedging/pledging .
- Transparent director pay structure with balanced cash/equity and modest chair fees; no options or performance-vested equity for directors (reduces risk of short-termism) .
-
Watch items:
- Sustainability Committee met three times in 2024; monitoring depth/frequency of ESG oversight during portfolio and restructuring transitions may be prudent .
- Board-level TAFE relationship and governance resolution in progress (director not standing for re-election, termination of commercial ties) – not specific to De Lange but relevant context for overall board risk environment .
-
Signals for investor confidence:
- Consistent meeting attendance expectations met; annual meeting attendance in person by all incumbents .
- Lead Director structure, committee chair rotation, and director ownership requirements support board effectiveness and alignment .