Ana Pinczuk
AptivAbout Ana G. Pinczuk
Ana G. Pinczuk (age 61) is an independent director of Aptiv PLC, serving since November 2016. She brings deep technology and commercial expertise across AI/ML, networking, SaaS, data storage, and security; her education includes BS/MS in Mechanical Engineering (Cornell), an Executive Master’s in Technology Management (Wharton), a Master’s in Software Management (Carnegie Mellon), and ongoing MS in Cybersecurity, Risk & Strategy at NYU . In 2024, all directors (including Ms. Pinczuk) attended at least 75% of Board and relevant Committee meetings and the Annual Meeting, with independent directors holding executive sessions at every regular Board and Committee meeting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Dexterity, Inc. | Chief Operating Officer | Dec 2022 – May 2024 | Operational leadership in AI-enabled robotics for logistics |
| Anaplan, Inc. | Chief Development Officer; prior Chief Transformation Officer | 2019 – 2022 | Product/technology and transformation leadership for cloud planning platform |
| Hewlett Packard Enterprise (Pointnext) | President | 2017 – 2018 | Led technology services organization |
| Veritas Technologies LLC | EVP & Chief Product Officer | 2016 – 2017 | Product leadership in data management |
| Symantec Corporation | SVP & GM, Backup and Recovery | 2015 – 2016 | Business unit leadership |
| Cisco Systems, Inc. | SVP, Sales; SVP, Services Transformation & COO; VP, Global Technical Services | 2009 – 2015 | Global services transformation and sales leadership |
| AT&T, Inc. | Various roles | ~1985 – 2000 | Progressive leadership in telecom |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SentinelOne, Inc. | Director (public company) | Current | Cybersecurity board experience |
| SmartRent Inc. | Director (public company) | Current | PropTech board experience |
| Five9, Inc. | Director | 2021 – 2023 | Prior public board service |
| KLA-Tencor Corporation | Director | 2018 – 2019 | Prior public board service |
Board Governance
- Committee assignments: Finance Committee and Innovation & Technology Committee member; not a chair. Chairs are Mahoney (Finance) and Parris (Innovation & Technology) .
- Independence: Board determined all non‑employee directors, including Ms. Pinczuk, meet NYSE independence standards; 9 of 10 director nominees are independent .
- Attendance and engagement: Board met 8 times in 2024; standing Committees met Audit (5), CHRC (6), Finance (5), Innovation & Technology (5), Nominating & Governance (5). All directors attended ≥75% of Board/Committee meetings and the Annual Meeting; independent directors held executive sessions at each regular Board and Committee meeting .
- Overboarding limits: Non‑CEO directors limited to four public boards; Audit Committee members limited to three audit committees—Ms. Pinczuk’s current public boards (Aptiv, SentinelOne, SmartRent) are within policy .
- Sustainability/risk oversight: Oversight delegated to Nominating & Governance Committee; Committees oversee specific risk domains (finance, tech, cybersecurity, compensation) .
Fixed Compensation (Director)
| Component | Amount/Structure | 2024 Details | Notes |
|---|---|---|---|
| Annual director compensation | $300,000 | Ms. Pinczuk total $300,023 (Stock Awards), $0 cash fees | Annual compensation paid in cash and time‑based RSUs; directors may elect 60%, 80% or 100% in RSUs |
| Lead Independent Director fee | $50,000 | N/A for Ms. Pinczuk | Role held by Paul M. Meister |
| Committee chair fees | Audit $30k; CHRC $25k; Finance $20k; ITC $20k; NomGov $20k | N/A for Ms. Pinczuk (not a chair) | Chair fee schedule |
| Meeting fees | Not disclosed | Not disclosed | Compensation presented as annual retainer and RSUs |
- 2024 director compensation table shows Ms. Pinczuk: Fees Earned/Paid in Cash $0; Stock Awards $300,023; Total $300,023, consistent with electing 100% RSUs under policy .
Performance Compensation (Director)
| Equity Type | Grant Date | Grant-Date Fair Value | Units/Status | Vesting |
|---|---|---|---|---|
| Time-based RSUs (annual) | Apr 25, 2024 | $300,023 | Unvested RSUs at YE 2024: 4,202 | Annual grant vests the day before the next annual meeting (Apr 22, 2025) |
| Options | N/A | N/A | None disclosed | N/A |
- Director equity grants are time‑based RSUs without performance metrics; vesting aligns with annual Board cycle .
Other Directorships & Interlocks
| Company | Customer/Supplier/Competitor Link to Aptiv | Potential Interlock Risk |
|---|---|---|
| SentinelOne, Inc. | Cybersecurity software; no disclosed related-party transactions with Aptiv | No 2024 related-party transactions identified by Aptiv; low direct conflict |
| SmartRent Inc. | Property technology; no disclosed related-party transactions with Aptiv | No 2024 related-party transactions identified; low direct conflict |
- Related party transactions: None identified for 2024 under Aptiv’s Related Party Transaction Policy .
Expertise & Qualifications
- Deep technology expertise across AI/ML, IP networking, mobility, SaaS/software, data storage, and security; strong commercial background .
- Education: Cornell BS/MS Mechanical Engineering; Wharton Executive Master’s in Technology Management; Carnegie Mellon Master’s in Software Management; pursuing MS in Cybersecurity, Risk & Strategy at NYU .
- Aptiv skills matrix emphasizes software/technology and information systems/cybersecurity among Board competencies, aligned with Ms. Pinczuk’s background .
Equity Ownership
| Measure | Value | Notes |
|---|---|---|
| Shares owned (beneficial) | 18,230 | As of Feb 28, 2025 |
| RSUs vesting within 60 days | 4,202 | As of Feb 28, 2025 |
| Total (shares + near‑term RSUs) | 22,432 | Less than 1% of class |
| Ownership guidelines | $600,000 (5x max cash retainer) | All non‑employee directors except Jakkal (joined 2024) and Janow (joined 2021) were at or above requirement in 2024; implies Pinczuk in compliance |
| Hedging/pledging | Prohibited | Insider Trading Policy prohibits hedging/pledging by directors |
Governance Assessment
- Board effectiveness: Independent director with relevant domain expertise; active on Finance and Innovation & Technology Committees aligned to Aptiv’s focus on software, cybersecurity, and platform innovation .
- Independence and attendance: Independent under NYSE rules; ≥75% meeting attendance; participation in regular executive sessions supports robust oversight .
- Alignment and incentives: Elected to take equity-heavy director pay (100% RSUs in 2024), and complies with stringent $600k ownership guideline—both support investor alignment. No hedging/pledging permitted under policy .
- Conflicts/related parties: No related-party transactions reported; external boards not obviously conflicting with Aptiv’s core automotive tech portfolio; within overboarding limits .
- Compensation governance signals: Aptiv maintains clawback for executives, strict stock ownership guidelines, and no excise tax gross-ups; Board-level compensation for directors is standardized, with chair premia only—no meeting fees .
- RED FLAGS: None identified in 2024 disclosures—no related-party transactions, no pledging/hedging, adequate attendance. Monitor time commitments across three public boards and ensure continued independence amid evolving tech partnerships .