Lauren Brlas
About M. Lauren Brlas
M. Lauren Brlas is an independent director of Albemarle (ALB), age 67, serving since 2017; she chairs the Audit & Finance Committee and is a member of the Capital Investment Committee . She retired from Newmont Mining in December 2016 after serving as EVP & CFO (2013–Oct 2016), and previously held CFO, EVP roles and ultimately served as Executive Vice President and President, Global Operations at Cleveland-Cliffs (2006–2013) . The Board has affirmatively determined she is independent under NYSE standards and Albemarle’s Corporate Governance Guidelines, and she is an SEC-defined audit committee financial expert .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Newmont Mining Corporation | Executive Vice President & Chief Financial Officer | 2013–Oct 2016; retired Dec 2016 | Senior finance leadership in global natural resources; supports audit expertise |
| Cleveland-Cliffs Inc. | CFO; EVP; President, Global Operations | 2006–2013 | P&L/operations leadership; relevant industry experience and risk management background |
External Roles
| Organization | Role | Tenure | Committee Roles |
|---|---|---|---|
| Autoliv, Inc. | Director | 2020–current | Not disclosed |
| Graphic Packaging International, LLC | Director | 2019–current | Not disclosed |
| Constellation Energy Corporation | Director | 2022–2024 | Not disclosed |
| Exelon Corporation | Director | 2018–2022 | Not disclosed |
| Perrigo Company plc | Director | 2003–2019 | Not disclosed |
Board Governance
- Committee assignments: Audit & Finance (Chair); Capital Investment (Member) .
- Committee expertise: Board determined all Audit & Finance members are financially literate; Brlas is an SEC “audit committee financial expert” .
- Committee meeting cadence and attendance (2024):
- Audit & Finance: 7 meetings; each member attended at least 86% .
- Capital Investment: 4 meetings; each member attended 100% .
- Independence: Board confirms Brlas is “independent” under NYSE and company guidelines .
- Board attendance: Board held seven meetings in 2024; each director attended at least 86% .
- Governance practices: 100% independent standing committees; regular executive sessions; anti-hedging/pledging; stock ownership guidelines; annual board/committee evaluations .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Cash Retainer | $120,000 | Standard for non-employee directors |
| Audit & Finance Committee Chair Fee | $25,000 | Additional cash fee for chair role |
| Meeting Fees | $0 | No meeting fees or special meeting compensation |
| Other Cash/Perqs (2024) | $0 | Brlas had no “All Other Compensation” (matching gifts, etc.) |
Director compensation actually earned in FY2024:
| Name | Fees Earned or Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| M. Lauren Brlas | $145,000 | $170,468 | $— | $315,468 |
Program governance: Periodic market assessments by independent compensation consultant; 2024 compensation was consistent with 2023 (no review in 2024) .
Performance Compensation
| Grant Type | Grant Date | Shares Awarded | Valuation Basis | Grant-Date Fair Value | Vesting |
|---|---|---|---|---|---|
| Restricted Common Stock (annual equity retainer) | July 1, 2024 | 1,750 | $170,000 ÷ $97.41, rounded to next 25 shares | $170,468 | Vests July 1 of following year (or upon completion of term if not standing for re-election) |
- No stock options outstanding for non-employee directors; no unvested equity other than annual restricted stock grant referenced above .
- Deferred compensation: Directors may defer cash into deferred cash accounts and equity into deferred phantom stock accounts; phantom shares receive dividend equivalents; distributions generally lump sum unless installments elected .
- Performance metrics: Albemarle’s non-employee director equity is time-based restricted stock; no disclosed performance metrics (TSR, EBITDA, etc.) for director compensation .
Other Directorships & Interlocks
| External Company | Sector Overlap/Interlock Considerations | Notes |
|---|---|---|
| Autoliv, Inc. | Automotive safety components; not an Albemarle customer/supplier disclosure | Listed as current public directorship |
| Graphic Packaging International, LLC | Paper-based packaging; no Albemarle related-party disclosure | Listed as current directorship |
| Constellation Energy; Exelon | Energy utilities; prior service only | No related-party transactions disclosed |
- Related person transactions: Audit & Finance Committee reported none since the beginning of 2024; policy requires arm’s-length terms and committee approval .
Expertise & Qualifications
- SEC Audit Committee Financial Expert; Financial literacy; public company compliance/governance; risk management; M&A and global operations experience .
- Relevant natural resources industry expertise; P&L and manufacturing/operations experience; strategy development .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Phantom Shares (No voting/investment power) |
|---|---|---|---|
| M. Lauren Brlas | 10,141 | <1% (based on 117,650,568 outstanding) | — |
- Share ownership guidelines (Directors): 5x annual cash retainer; directors must hold at least 50% of net shares vesting until achieving target; all non-employee directors were in compliance as of March 12, 2025 .
- Anti-hedging/pledging: Company policy prohibits short sales, hedging, margin purchases, pledging by directors, officers, employees .
Governance Assessment
- Board effectiveness: As Audit & Finance Chair and an SEC-defined financial expert, Brlas oversees financial reporting, controls, risk management (including legal, regulatory, cybersecurity, and compliance), and the company’s risk management governance structure—supporting investor confidence in Albemarle’s financial oversight . Her additional role on Capital Investment aligns with capital allocation discipline; that committee’s members had 100% attendance in 2024 .
- Alignment and incentives: Director pay structure emphasizes equity (annual restricted stock), reinforcing shareholder alignment; no meeting fees and modest chair premia limit pay inflation . She complied with director ownership guidelines; beneficial holdings of 10,141 shares and no phantom shares reported .
- Independence and conflicts: The Board affirmed her independence; no related person transactions since 2024; anti-hedging/pledging policies mitigate alignment risks .
- Shareholder support: At the May 6, 2025 annual meeting, Brlas received 79,210,958 “For” votes, 509,844 “Against,” 60,866 abstentions, and 14,453,249 broker non-votes—indicative of strong support relative to peers on the slate . Say-on-pay passed with 54,878,236 “For,” 24,774,734 “Against,” 128,698 abstentions, and 14,453,249 broker non-votes .
- Attendance: Board-level attendance was ≥86% for each director in 2024; Audit & Finance members each attended at least 86% of committee meetings; Capital Investment members each attended 100%—no attendance red flags for Brlas .
RED FLAGS: None disclosed related-party transactions (2024–2025) ; no hedging/pledging permitted ; no meeting-fee incentives ; attendance metrics met thresholds .