Justine F. Page
Director at AVGO
Board
About Justine F. Page
Independent director of Broadcom Inc. (AVGO) since 2019; age 62. Former Vice President of Finance, Chief Financial Officer and Secretary of Integrated Circuit Systems, Inc. (ICS) from 1999 until ICS’s acquisition by Integrated Device Technology, Inc. in 2005; earlier ICS roles from 1993–1999. Education: B.A. in accounting (Immaculata College) and Master of Taxation (Villanova University). Independence affirmed by the Board under Nasdaq rules; designated Audit Committee financial expert by the Board.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Integrated Circuit Systems, Inc. (ICS) | Vice President of Finance, CFO & Secretary | 1999–2005 | Senior finance leadership through acquisition by IDT |
| Integrated Circuit Systems, Inc. (ICS) | Director of Finance & Administration; Assistant Treasurer | 1993–1999 | Built finance/admin capabilities pre-CFO |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Avago Technologies Limited | Director | 2008–2016 | Predecessor to Broadcom Inc. |
| Broadcom Limited | Director | 2016–2017 | Combined entity pre-current Broadcom Inc. |
| SunEdison Semiconductor Limited | Director | 2014–2016 | Public semiconductor company |
Board Governance
| Attribute | Detail |
|---|---|
| Committee assignments | Audit Committee member |
| Chair roles | None (Audit Chair is Gayla J. Delly) |
| Independence status | Independent director under Nasdaq standards |
| Financial expert designation | Audit committee financial expert (SEC definition) |
| Attendance | Each director attended ≥75% of Board/committee meetings; Board held 8 meetings in FY2024; all nominees attended 2024 annual meeting |
| Executive sessions | Independent directors met at regularly scheduled executive sessions |
| Lead Independent Director | Eddy W. Hartenstein |
| Risk oversight exposure | Audit Committee oversight includes financial reporting, internal controls, cybersecurity/data privacy |
Fixed Compensation
| Component | FY2024 Policy | FY2024 Actual – Page |
|---|---|---|
| Annual cash retainer | $105,000 | $132,500 cash fees |
| Committee member fees | Audit member $15,000; Compensation member $10,000; NESG member $10,000 | Audit member (only listed committee) included in cash total |
| Chair premiums | Audit Chair $40,000; Compensation Chair $30,000; NESG Chair $25,000 | Not applicable (not a chair) |
| Policy updates (Dec 2024) | Chairman +$25,000 to $175,000; Audit Chair +$5,000 to $45,000; NESG Chair +$2,500 to $27,500 (effective going forward) | Not applicable to Page’s FY2024 amounts |
| FY2024 Director Compensation (Broadcom non‑employee directors) | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Justine F. Page | 132,500 | 227,567 | 360,067 |
Performance Compensation
| Equity Vehicle | Grant Value Policy | Grant Mechanics | Vesting | FY2024 Page Detail |
|---|---|---|---|---|
| Initial RSU (upon appointment) | $250,000 target (raised to $275,000 effective Dec 2024) | Shares determined by 30‑day average price pre‑grant | Vests in full at earlier of 1‑year from grant or next annual meeting | RSUs outstanding as of Nov 3, 2024: 1,890 shares |
| Annual RSU (upon re‑election) | $250,000 target (raised to $275,000 effective Dec 2024) | Same pricing mechanic | Same vesting terms | FY2024 stock award grant date fair value: $227,567 |
Notes:
- Director equity awards are service‑based RSUs; no performance metrics (e.g., revenue/TSR) apply to director grants.
Other Directorships & Interlocks
| Company | Relationship to Broadcom | Potential Interlock/Conflict Noted |
|---|---|---|
| Avago Technologies Limited | Corporate predecessor | None disclosed |
| Broadcom Limited | Corporate predecessor | None disclosed |
| SunEdison Semiconductor Limited | External semiconductor issuer | None disclosed |
No related‑party transactions disclosed involving Page; Audit Committee reviews related‑party transactions as part of its charter.
Expertise & Qualifications
| Skill/Experience | Status |
|---|---|
| Executive leadership | Yes |
| Finance/Accounting | Yes |
| Global business | Yes |
| Manufacturing/Supply chain | Yes |
| Semiconductor industry | Yes |
Equity Ownership
| Item | Detail |
|---|---|
| RSUs outstanding (as of Nov 3, 2024) | 1,890 shares |
| Director stock ownership guideline | 5× annual cash retainer |
| Guideline compliance (as of Record Date Feb 21, 2025) | All non‑employee directors (including Page) met guideline levels; unvested RSUs and earned‑but‑unvested PSUs count toward compliance |
| Hedging/Pledging policy | Directors prohibited from hedging/pledging Broadcom stock; limited pledging exception granted solely to Chairman Henry Samueli; no other director or executive officer has pledged shares |
Governance Assessment
- Board effectiveness: Page strengthens audit oversight with CFO background and is designated an audit committee financial expert; Audit Committee met 7 times in FY2024, covering financial reporting, internal controls, and cybersecurity risk.
- Independence and engagement: Independent status affirmed; attended at least 75% of Board/committee meetings, with independent director executive sessions held regularly.
- Pay and alignment: Director pay balanced between cash and time‑vested RSUs; RSU vesting aligned to annual meeting cycle; ownership guideline of 5× retainer met. No director performance‑linked equity that could distort oversight incentives.
- Conflicts/related‑party exposure: No related‑party transactions disclosed for Page; company anti‑hedging/pledging policy in effect with a tightly controlled exception applicable only to the Chairman; no pledging by Page.
- Signals to investor confidence: Clear audit expertise designation, sustained attendance, and conservative director equity structure support governance quality. Broader context: Say‑on‑pay support in 2024 was 61%, prompting enhanced disclosure and engagement—useful signal of Board responsiveness (not director‑specific but relevant).