MaryFrances McCourt
AMKOR TECHNOLOGYAbout MaryFrances McCourt
Independent director of Amkor Technology, Inc. since February 2018; age 63 as of March 20, 2025. Former CFO of the University of Chicago (April 2022–September 2023) after serving as Senior Vice President of Finance and Treasurer at the University of Pennsylvania beginning March 2016; prior CFO at Indiana University and earlier finance roles at Agilysys. Education: B.A. magna cum laude from Duke University and M.B.A. from Case Western Reserve University; recognized for executive management, finance, and human capital management expertise. She serves on Amkor’s Audit Committee and is designated an “audit committee financial expert.”
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| University of Chicago | Chief Financial Officer | Apr 2022–Sep 2023 | Oversaw financial services, controllership, treasury/capital markets, HR, IT services, risk, compliance, internal audit, shared services |
| University of Pennsylvania | Senior Vice President of Finance & Treasurer | From Mar 2016 (end date not disclosed) | Led cash management, short-term investment and capital financing strategies; multi-year planning; worked closely with Penn Medicine; managed Comptroller’s Office, financial training, global support services, research services, risk and insurance, student registration and financial services, Treasurer’s Office |
| Indiana University | Senior Vice President & Chief Financial Officer | Not disclosed | CFO responsibilities (biography highlights executive finance leadership) |
| Agilysys, Inc. | Financial management positions | Not disclosed | Corporate finance roles in technology/enterprise solutions |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| — | — | — | Proxy biography does not disclose current public company directorships for Ms. McCourt |
Board Governance
- Independence: Determined independent under Nasdaq listing standards and SEC rules.
- Committee assignments: Audit Committee member; not the chair (Audit Committee chaired by Roger A. Carolin).
- Audit Committee designation: Qualifies as an “audit committee financial expert.”
- Attendance & engagement: Board held six meetings in 2024; all directors attended at least 75% of Board and applicable committee meetings. Audit Committee met nine times; Compensation Committee eight times; Nominating and Governance Committee five times. Non‑employee directors regularly hold executive sessions.
- Related-party oversight: Audit Committee reviews and approves related party transactions; none reportable since January 1, 2024.
- Anti-hedging/anti-pledging: Company policy prohibits hedging and pledging of Company securities by directors.
Fixed Compensation
| Component (2024) | Amount (USD) | Notes |
|---|---|---|
| Cash fees | $84,500 | Fees paid under Director Compensation Policy; cash retainers paid quarterly |
| Stock awards (RSUs) | $194,972 | Aggregate grant-date fair value under FASB ASC 718 |
| All other compensation | — | No additional payments disclosed |
| Total | $279,472 | 2024 director compensation total |
Director Compensation Policy (as of Dec 31, 2024):
| Retainer Type | Amount (USD) |
|---|---|
| Annual Retainer (Board Member) | $85,000 |
| Audit Committee Member (incl. Chair) | $12,000 |
| Audit Committee Chair | $25,000 |
| Compensation Committee Member (incl. Chair) | $10,000 |
| Compensation Committee Chair | $15,000 |
| Nominating & Governance Committee Member (incl. Chair) | $7,500 |
| Nominating & Governance Committee Chair | $10,000 |
| Lead Independent Director | $30,000 |
| Chairman | $150,000 |
| Strategic Oversight Role | $75,000 |
Performance Compensation
| Award Type | Grant Timing | Fair Value (USD) | Vesting | Performance Metrics |
|---|---|---|---|---|
| RSUs (annual non‑employee director grant) | Upon election at 2024 Annual Meeting | $195,000 | Vests in full on earlier of first anniversary of grant or next Annual Meeting; DEUs accrue on cash dividends and follow same vesting | None (time‑vested RSUs; no performance conditions) |
Compensation structure signals: Equity-heavy pay mix (approx. 70% equity in 2024) aligns director incentives with long-term shareholder value; no performance-based director equity reduces metric gaming risk but places alignment on stock ownership and retention.
Other Directorships & Interlocks
- No current public company directorships disclosed for Ms. McCourt in proxy biography.
- Compensation Committee interlocks: Committee members (Churchill, Carolin, Morse, Watson) had no interlocking relationships requiring disclosure; not directly applicable to McCourt but indicates governance hygiene.
Expertise & Qualifications
- Finance and accounting leadership across large, complex institutions; treasury, capital markets, risk, compliance, internal audit oversight.
- Audit committee financial expert designation at Amkor.
- Human capital management and executive management experience cited by Board as attributes supporting nomination.
- Education: Duke (B.A., magna cum laude), Case Western (MBA).
Equity Ownership
| Category | Amount (#) | Notes |
|---|---|---|
| Total beneficial ownership | 84,660 | Shares beneficially owned as of Mar 20, 2025 |
| Ownership as % of outstanding | <1% | Denoted “*” in proxy ownership table |
| Stock options exercisable within 60 days | 20,000 | Included in beneficial ownership |
| RSUs/DEUs vesting within 60 days | 5,991 | Included in beneficial ownership |
| Deferred RSUs/DEUs (settlement deferred) | 8,768 | Settlement deferred until director ceases service or upon change in control |
| Director stock ownership guideline | 5× annual cash retainer | Expected within 5 years; retain 50% of after-tax shares until guideline met |
| Guideline compliance | In compliance as of Dec 31, 2024 | All non‑employee directors either met or were otherwise in compliance |
| Hedging/pledging | Prohibited | Anti‑hedging and anti‑pledging policies for directors |
Governance Assessment
- Independence and committee role: McCourt is independent and serves on the Audit Committee with “financial expert” status—supportive of robust financial reporting oversight and related‑party transaction review.
- Engagement: Board and committee cadence indicates active oversight; directors met ≥75% attendance thresholds, suggesting acceptable engagement; executive sessions enhance independent oversight.
- Pay/Alignment: 2024 director pay ($279,472; ~70% equity) and ownership guidelines (5× retainer) support long-term alignment; proxy states directors are in compliance.
- Conflicts/Red flags: No related‑party transactions since Jan 1, 2024; anti‑hedging/pledging policies reduce misalignment risk; no pledging permitted.
- Shareholder signals: Advisory say‑on‑pay support exceeded 98% in 2024—indicative of investor confidence in compensation framework and governance; although focused on executive pay, it reflects broader governance sentiment.
Overall: Strong governance posture with independent audit oversight, finance expertise, equity-backed alignment, and no disclosed conflicts or pledging; no material red flags identified in the latest proxy.