Xiaozhi Liu
About Xiaozhi Liu
Independent director of Autoliv, Inc. since November 2011; age 69. Member of the Leadership Development and Compensation Committee (LDCC). Background spans senior engineering and executive roles across GM (electronics/software, CTO China, CEO GM Taiwan), Fuyao Glass, NeoTek, and founder/CEO of ASL Automobile Science & Technology (Shanghai) Co., Ltd. Education: Ph.D. (Chemical Engineering) and master’s (Electrical Engineering) from Friedrich-Alexander University (Erlangen-Nuremberg), and B.S. in Electrical Engineering from Jiaotong University (Xi’an). The Board identifies her as independent under NYSE/SEC rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| General Motors (Delphi ops; GM China; GM Taiwan) | Director of Electronics, Controls & Software (Detroit); Chief Engineer & CTO (China); Chairman & CEO (GM Taiwan) | Various (pre-2005) | Led engineering/software and Asia operations; senior leadership credibility in automotive technology |
| Fuyao Glass Industry Group Co. Ltd. | CEO & Vice Chairman | 2005–2006 | Oversaw global automotive glass supplier operations |
| NeoTek China | President & CEO; Chairman of the Board | 2007; Chairman 2008–2011 | Led automotive chassis/transmission parts supplier |
| ASL Automobile Science & Technology (Shanghai) Co., Ltd. | Founder & CEO | 2009–present | Introduces/implements advanced global technologies to Chinese companies |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Johnson Matthey PLC | Director | Apr 2019–present | Current public board |
| Anheuser-Busch InBev SA/NV | Director | Apr 2019–Apr 2023 | Prior public board |
| Fuyao Glass Industry Group | Independent Director | Oct 2013–Oct 2020 | Prior public board (Shanghai & HK-listed) |
Board Governance
- Committee assignments: LDCC member; served on the special Funding Committee (no pay) which acted by written consent twice in 2024 and was dissolved in Feb 2025 (EMTN remit moved to Audit & Risk Committee).
- Independence: Board determined all nominees except the CEO are independent under NYSE/SEC rules (includes Dr. Liu).
- Attendance and engagement: Each director nominee attended at least 80% of applicable Board/Committee meetings in 2024; the Board met 4 times (plus 3 written consents); independent directors held 4 executive sessions in 2024; LDCC met 4 times in 2024.
- Corporate policies: Non-employee director stock ownership guideline = 5× cash component of annual Board retainer; all non-employee directors elected prior to 2020 have achieved the guideline. Policy prohibits hedging, short-selling, and pledging by directors.
Fixed Compensation
| Component | Amount | Detail |
|---|---|---|
| 2024 Fees Earned or Paid in Cash ($) | $138,333 | Board/committee cash fees (semi-annual payments, FX converted) |
| 2024 Stock Awards ($) | $152,500 | RSUs; grant-date fair value under FASB ASC 718; vest in one installment on May 8, 2025 (subject to service) |
| 2024 Total ($) | $290,833 | Sum of cash and equity |
| Policy reference (for context) | Cash: $132,500; RSUs: $152,500 | Standard non-employee director annual retainer; committee member fee $7,500; LDCC chair $20,000 (not applicable); amounts effective May 2024 |
Performance Compensation
- No performance-based director compensation is disclosed; non-employee directors receive time-based RSUs that vest at the next annual meeting/one-year anniversary. | Equity Grant | Grant-Date Value ($) | Vesting | |---|---|---| | RSUs (2024 director grant) | $152,500 | Vest May 8, 2025 (subject to continued service and limited exceptions) |
Other Directorships & Interlocks
| Type | Company | Notes |
|---|---|---|
| Current public board | Johnson Matthey PLC | Active since Apr 2019 |
| Prior public boards | AB InBev; Fuyao Glass | AB InBev until Apr 2023; Fuyao until Oct 2020 |
| Committee interlocks | None | LDCC interlocks: none disclosed for Autoliv; LDCC comprised of independent, never-employed directors |
Expertise & Qualifications
- Deep automotive engineering and operations expertise across Asia, Europe, and North America; senior leadership with OEM and Tier-1 suppliers.
- Advanced technical education (Ph.D./M.S. in Chemical/Electrical Engineering) supporting oversight of engineered product development and technology.
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding |
|---|---|---|
| Xiaozhi Liu | 14,155 | <1% |
- Ownership guideline status: all non-employee directors elected prior to 2020 (includes Dr. Liu) have achieved the 5× cash retainer guideline. Company policy prohibits hedging and pledging by directors.
Governance Assessment
- Strengths: Independent status; long Autoliv tenure with consistent attendance; LDCC membership and participation in special funding actions; strong technical and global operating background; director ownership guideline achieved; anti-hedging/pledging policy; high recent say-on-pay support (~97% in 2024). These support board effectiveness and investor confidence.
- Compensation alignment: Director pay is balanced cash/equity; RSUs vest annually and promote alignment; no options; equity plan prohibits option repricing without shareholder approval.
- Conflicts/related-party exposure: Dr. Liu is CEO of ASL Automobile Science & Technology (Shanghai) and holds other board roles, but the proxy discloses a formal Related Person Transactions Policy with Audit & Risk Committee pre-approval; no related person transactions are disclosed for directors. LDCC interlocks are explicitly noted as none.
- Engagement signals: LDCC met 4× in 2024; Board held executive sessions; all directors attend the annual meeting per policy.
RED FLAGS: None disclosed related-party transactions, hedging/pledging, or compensation committee interlocks. Monitor ongoing external commitments (Johnson Matthey, private company CEO) for time/attention risks; no overboarding concerns disclosed, and current public boards are limited.