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Elizabeth Lund

Director at ATIATI
Board

About Elizabeth Lund

Elizabeth Lund is an independent Class III director at ATI, appointed effective November 1, 2025, with a term expiring at the 2026 Annual Meeting; she serves on the Audit & Risk Committee . She retired from Boeing in March 2025 after a 34-year career, most recently as Senior Vice President of Quality for Boeing Commercial Airplanes and Chair of Boeing’s Enterprise Quality Operations Council . Lund holds a BS in Mechanical Engineering (University of Tulsa) and an MS in Mechanical and Aerospace Engineering (University of Missouri–Columbia), and received the Women in Aerospace Outstanding Achievement Award in 2015 . The Board has determined she is independent under NYSE listing standards and ATI’s independence guidelines .

Past Roles

OrganizationRoleTenureCommittees/Impact
Boeing Commercial AirplanesSenior Vice President, Quality; Chair, Enterprise Quality Operations Council2024–Mar 2025Led enterprise-wide safety and quality reforms with FAA; advanced quality and operational excellence .
Boeing Commercial AirplanesSenior Vice President, Airplane Programs2021–2024Responsible for production and delivery across all commercial aircraft; tripled aircraft delivery performance during a critical ramp .
BoeingVice President & General Manager, Supply Chain2019–2021Oversaw ~3,000 suppliers in 41 countries covering >65% of production costs; global supply chain leadership .
Boeing (earlier roles)Engineering, program management, manufacturing, supplier managementVariousSenior leadership across engineering/operations; recognized industry impact .

External Roles

OrganizationRoleTenureNotes
No other public company directorships disclosed; no related-party transactions requiring disclosure were reported at appointment .

Board Governance

  • Independence: Board determined Lund is independent at appointment .
  • Committee assignment: Audit & Risk Committee member (standing committees are fully independent) .
  • Director term/class: Appointed as Class III director; term expires at the 2026 Annual Meeting .
  • Attendance/engagement: ATI reported 96% overall Board and committee meeting attendance for 2024 (pre-appointment); all directors attended the 2024 Annual Meeting . Executive sessions of independent directors are held regularly .
  • Board size/composition: Board fixed at ten in the 2025 proxy; later expanded to twelve on Sep 10, 2025 to add Lund and Lydon-Rodgers .
  • Lead Independent Director: J. Brett Harvey; executive sessions presided by Lead Independent Director .

Fixed Compensation

Pay ComponentStandard AmountNotes
Annual Retainer$250,000$125,000 cash + $125,000 in restricted stock value .
Lead Independent Director Retainer$40,000Applicable only if serving as Lead Independent Director .
Committee Chair RetainersAudit & Risk: $25,000; Compensation & Leadership Development: $20,000; Nominating & Governance: $15,000Chairs only; Lund is a member, not chair (as disclosed) .
Equity grant mechanicsRSUs vest on first anniversary (or earlier upon retirement/death/change-of-control); fair value measured using average high/low on grant date2024 director RSU fair values were ~$124,986 each under program .
Cash-to-stock electionDirectors may elect to receive cash retainer in ATI stockAligns incentives with shareholders .

Non-employee directors are not granted options or non-equity incentive awards; board travel expenses are paid; no pensions or deferred comp earnings for directors .

Performance Compensation

ComponentMetricVesting/TermsNotes
Director equity (RSUs)None (time-based)Vests at 1 year (or earlier upon specified events)No performance-based director equity; no options for directors .

Other Directorships & Interlocks

CompanyRoleCommittee RolesInterlock/Conflict Notes
No other public company boards disclosed; no Item 404(a) related-party transactions involving Lund reported at appointment .

Expertise & Qualifications

  • Deep operational excellence and quality oversight across large-scale aerospace programs; led enterprise quality initiatives interfacing with FAA .
  • Global supply chain leadership overseeing ~3,000 suppliers in 41 countries and >65% of production cost base .
  • Manufacturing, engineering, and program delivery expertise aligned to ATI’s core aerospace and defense end markets .

Equity Ownership

DateFilingTotal Beneficial OwnershipNotes
Nov 12, 2025Form 30 sharesInitial statement of beneficial ownership filed; “No securities are beneficially owned.” .
  • Director ownership guidelines: Expected to own ATI stock equal to ≥4× annual cash retainer within five years; must retain one‑third of awarded stock until guidelines met; directors may elect to receive cash retainer in stock .
  • Hedging/pledging: Officers and directors are prohibited from hedging or pledging ATI stock .

Governance Assessment

  • Positive signals:
    • Independence and Audit & Risk Committee appointment enhance financial reporting, risk, and cybersecurity oversight .
    • Strong operational and quality background supports board effectiveness in ATI’s core aerospace/defense markets .
    • No related-party transactions disclosed at appointment; robust related-party policy and Audit & Risk oversight .
    • Director ownership guidelines and ability to take retainers in stock support alignment over time .
  • Watch items:
    • Initial alignment is low given Form 3 shows zero holdings at appointment; expected to build ownership under guidelines over five years .
    • Industry ties to Boeing (major aerospace OEM) warrant ongoing monitoring for potential perceived conflicts; none disclosed or reportable at appointment .

Insider Filings & Trades

FormFiling DateSummary
Form 3Nov 12, 2025Initial statement; no securities beneficially owned; filed via attorney-in-fact .

Related Policies & Context

  • Board/committee independence; executive sessions; majority resignation policy; proxy access; and director self-evaluations underscore governance quality .
  • 2024 meeting counts: Audit & Risk (8), Nominating & Governance (3), Compensation & Leadership Development (4) — indicates active committee oversight cadence .
  • Related-party transactions policy requires Audit & Risk approval; no related-party transactions disclosed for 2024 .

RED FLAGS

  • None disclosed: No Item 404(a) related-party transactions, no hedging/pledging, no option repricing, and no director attendance issues (Lund joined post-2024 reporting) .

Employment & Contracts (Director)

  • Term: Class III director term through 2026 Annual Meeting .
  • Compensation: Standard non‑employee director program as outlined in proxy; no employment agreement; no options; RSU vesting at one year .
  • Change-in-control terms: Director RSUs vest earlier upon change of control per program terms .

Say‑on‑Pay & Shareholder Feedback (Board Context)

  • ATI’s executive “Say on Pay” received >98% approval at the 2023 and 2024 Annual Meetings, reflecting broad investor support for pay-for-performance culture (context for board oversight of compensation) .