Robert E. Abernathy
About Robert E. Abernathy
Independent director of Avient Corporation; retired Chairman & CEO of Halyard Health and long-time Kimberly-Clark executive with deep global operating experience. Director since 2018, age 70. Current public company board: Haemonetics Corporation. Background includes President, Global Healthcare (2014) and EVP (2013–2014) at Kimberly-Clark following a career beginning in 1982. The Board highlights his global market and healthcare/consumer industry expertise.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Halyard Health, Inc. | Chairman & Chief Executive Officer | 2014–2017 | Led spin-off and public company operations; CEO experience cited as relevant to Avient’s public-company governance |
| Kimberly-Clark Corporation | President, Global Healthcare; Executive Vice President; prior roles of increasing responsibility | President role in 2014; EVP 2013–2014; joined in 1982 | Extensive global operating experience and industry perspective to Avient’s commercial relationships |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Haemonetics Corporation | Director | Current | Listed as current public company directorship |
| Halyard Health, Inc. | Director | Former | Former directorship |
| RadioShack Corp. | Director | Former | Former directorship |
| Lubrizol Corp. | Director | Former | Former directorship |
| Kimberly-Clark de Mexico | Director | Former | Former directorship |
Board Governance
- Committee assignments: Audit Committee member; Compensation Committee member. Audit Committee met 7x in 2024; Compensation Committee met 5x; Governance & Corporate Responsibility met 2x; Environmental, Health & Safety met 2x.
- Audit Committee financial expert: The Audit Committee notes that Mr. Abernathy meets the SEC “audit committee financial expert” definition, reinforcing financial oversight capability.
- Independence: The Board affirmatively determined Mr. Abernathy is independent under NYSE standards and Avient categorical guidelines.
- Attendance: The Board met 6 times in 2024; each director attended at least 75% of Board/committee meetings during periods of service, and all directors attended the 2024 annual meeting.
- Board leadership/engagement: Independent directors regularly hold executive sessions; Non-Executive Chairman (Richard H. Fearon) leads executive sessions and approves agendas/schedules, ensuring robust independent oversight.
Fixed Compensation
| Component | 2024 Amount | Detail |
|---|---|---|
| Annual cash retainer | $110,000 | Standard non-employee director cash retainer (paid quarterly) |
| Equity retainer (fully vested common shares) | $143,324 | Granted quarterly; value reflects actual 2024 quarterly FMVs and shares; fully vested and may be deferred |
| Total 2024 director compensation | $253,324 | Sum of cash and stock awards |
| Meeting fees (regular/scheduled) | $0 | No fees for scheduled meetings; only unscheduled meeting fees apply if applicable |
| Chair retainers | $0 | Not a committee chair (AC/CC); chair retainers apply only to designated chairs |
Notes on structure:
- In Q3 2024, Avient increased the annual equity award value for directors from $140,000 to $155,000 and raised certain chair retainers; the reported $143,324 reflects actual quarterly grant valuations for 2024.
Performance Compensation
- Non-employee director pay is not performance-based; equity grants are fully vested common shares paid quarterly (deferrable), with no director options or PSUs and no performance metrics tied to director compensation.
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public board | Haemonetics Corporation |
| Former public boards | Halyard Health, RadioShack, Lubrizol, Kimberly-Clark de Mexico |
| Related party transactions | None in 2024, per Avient’s Related Person Transactions Policy and Audit Committee review. |
| Compensation consultant independence | Willis Towers Watson engaged by Compensation Committee for director/executive compensation; independence assessed with no conflicts of interest. |
Expertise & Qualifications
- Audit/financial expertise: Designated audit committee financial expert; Audit Committee independence and literacy confirmed.
- Industry experience and global operations: Significant healthcare and consumer product background; Board’s skills matrix lists industry, sustainability, and governance experience; “Other Public Company Boards: 1” for Abernathy.
Equity Ownership
| Item | Value |
|---|---|
| Beneficial ownership (Feb 28, 2025) | 35,126 shares; less than 1% of outstanding (91,532,542 shares) |
| Director stock ownership guideline | 12,500 shares; all directors either meet or are on track; guideline equals >4x annual cash retainer at $40.86 12/31/2024 price |
| Deferred shares balance | None for Abernathy (table shows “—”) |
Ownership alignment:
- Abernathy’s beneficial ownership of 35,126 shares exceeds the 12,500-share director guideline, indicating alignment with shareholder interests.
Governance Assessment
- Positive signals:
- Independent status with dual assignments on Audit and Compensation Committees strengthens oversight over financial reporting and pay practices.
- Audit committee financial expert designation adds confidence in financial controls and risk oversight (including cybersecurity review cadence).
- Attendance expectations met at Board/committees; full annual meeting participation.
- No related-party transactions in 2024; governance policies and independent Non-Executive Chairman structure support rigorous oversight.
- Director ownership exceeds guideline; robust stock ownership requirements (12,500 shares) with retention until guideline met.
- Say-on-pay support was strong (over 96% approval in 2024), indicating constructive shareholder sentiment on governance and compensation frameworks.
- Watch items:
- Absolute ownership remains <1% of shares outstanding (typical for outside directors but worth monitoring for alignment optics).
- Multiple committee memberships imply meaningful workload; continued attendance and engagement should be tracked via future proxies.
RED FLAGS: None observed in disclosed 2024 data—no related party transactions, no attendance shortfalls disclosed, no director-specific hedging/pledging or option repricing indicated.
Appendix: Committee Detail and Meetings (2024)
| Committee | Role | Chair | Members (incl. Abernathy) | Meetings (2024) |
|---|---|---|---|---|
| Audit | Financial reporting, IT/cyber risk oversight | W.R. Jellison | R.E. Abernathy; N. Green; W.R. Jellison (C); S.B. Lin; K.A. Mink; W.A. Wulfsohn | 7 |
| Compensation | Executive/director pay oversight; consultant independence | K.J. Preete | R.E. Abernathy; R.H. Fearon; E. Nicolas; K.J. Preete (C); W.A. Wulfsohn | 5 |
| Governance & Corporate Responsibility | Director nominations; ESG oversight | R.H. Fearon | R.H. Fearon (C); G.J. Goff; N. Green; S.B. Lin; K.J. Preete; P. Verduin | 2 |
| Environmental, Health & Safety | EHS, product stewardship, climate physical risk | G.J. Goff | G.J. Goff (C); W.R. Jellison; A.K. Khandpur; K.A. Mink; E. Nicolas; P. Verduin | 2 |
All committee independence confirmed where applicable; executive sessions used regularly by independent directors.