Francesca Reverberi
Avery DennisonAbout Francesca Reverberi
Francesca Reverberi (age 53) is an independent director of Avery Dennison, serving since February 2023. She is Senior Vice President, Engineered Materials & Plastics Solutions at Trinseo PLC, with prior roles as Trinseo’s Chief Sustainability Officer and divisional leadership in engineered materials and synthetic rubber. Her core credentials are in materials science/engineering and environmental sustainability; at AVY she serves on the Talent & Compensation Committee and participates in the Future of Consumer Packaging Advisory Council. Board independence was reaffirmed in February 2025; all directors attended at least 75% of Board/Committee meetings in 2024 (average attendance 98%).
Past Roles
| Organization | Role | Tenure | Notes/Impact |
|---|---|---|---|
| Trinseo PLC | SVP, Engineered Materials & Plastics Solutions | Since Oct 2024 | Senior P&L role leading engineered materials and plastics |
| Trinseo PLC | SVP, Engineered Materials & Chief Sustainability Officer | Aug 2023 – Sep 2024 | Enterprise sustainability leadership combined with divisional oversight |
| Trinseo PLC | SVP, Sustainable Plastics & Chief Sustainability Officer | Jul 2021 – Jul 2023 | Led sustainable plastics strategy and ESG programs |
| Trinseo PLC | SVP, Engineered Materials & Synthetic Rubber | Mar 2020 – Dec 2021 | Divisional general management, industrial materials focus |
| Trinseo PLC | General Manager, Engineered Materials | Oct 2019 – May 2021 | Business unit leadership in engineered materials |
External Roles
| Organization | Role | Status | Committees/Notes |
|---|---|---|---|
| Trinseo PLC | Senior Vice President (current) | Active | External executive role; materials science and sustainability expertise |
| Other public company boards | — | None (current or past five years) | No public company directorships disclosed |
Board Governance
- Committee assignments: Member, Talent & Compensation Committee; current committee members are Bradley Alford (Chair), Andres Lopez, and Francesca Reverberi. The committee held 5 meetings in 2024 with average attendance of 89%; all members satisfy NYSE enhanced independence standards and qualify as “non-employee directors” under Rule 16b-3.
- Advisory engagement: Member, AVY Future of Consumer Packaging Advisory Council (non-fiduciary management advisory role; no additional director compensation at present).
- Independence and attendance: Determined independent under NYSE standards; all directors attended ≥75% of Board/Committee meetings in 2024 (Board met 5 times; average attendance 98%) and all then-serving directors attended the 2024 Annual Meeting.
- Change in principal employment policy compliance: Upon her role change at Trinseo (Oct 2024), she tendered resignation per policy; the Governance Committee determined she should remain on AVY’s Board.
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual Board Retainer (cash) | $115,000 | Standard non-employee director retainer effective after 2024 program update |
| Committee Chair Retainer | N/A | Not a chair; Chair retainers are $35,000 (Audit), $25,000 (Compensation/Governance) |
| Lead Independent Director Retainer | N/A | Not applicable |
| Meeting Fees | None disclosed | AVY does not disclose per-meeting fees for directors |
| Charitable/Education Contribution Match | $0 | She reported no match in 2024; AVY matches up to $10,000/year |
| Total 2024 Director Compensation | $297,043 | $115,000 cash + $182,043 stock award; no other compensation |
Performance Compensation
| Equity Award Type | Grant Date | Shares Granted | Grant Date Fair Value | Vesting | Terms/Performance Metrics |
|---|---|---|---|---|---|
| RSUs (annual director grant) | May 1, 2024 | 844 | $182,043 | One-year anniversary of grant | Director equity is time-based RSUs; unvested RSUs fully vest upon death, disability, retirement from Board after age 72, or termination within 24 months after change of control. No performance metrics apply to director RSUs. |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None |
| Prior public company boards (past 5 years) | None |
| Interlocks with AVY competitors/suppliers/customers | None requiring disclosure; AVY reported no related person transactions in 2024 and affirmed director independence after reviewing director-affiliated entity transactions. |
Expertise & Qualifications
- Technical materials science and engineering expertise; environmental sustainability leadership (former enterprise sustainability head).
- Supervisory experience in marketing at divisional level; operates in Europe, aligning with evolving sustainability regulatory requirements.
- Director skills matrix indicates functional experience aligned to environmental sustainability and science/engineering/R&D; tenure ~2 years, age 53.
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Beneficial ownership (common stock) | 787 shares | As of record date Feb 24, 2025; <1% of class; no shares pledged. |
| Rights exercisable/vesting within 60 days | 0 | No DSUs/options reported vesting within 60 days; directors Alford/Lopez shown for DSUs, not Reverberi. |
| Stock ownership policy requirement | $500,000 | Non-employee director guideline; 50% must be held in vested shares. |
| Ownership counted for guideline compliance (YE 2024) | 1,631 (shares/units) | As measured for policy compliance; requirement not yet achieved. |
| Compliance timing allowance | 5 years from appointment (Feb 2023) | She has until Feb 2028 to meet guideline. |
| Hedging/pledging status | Hedging and pledging prohibited; none reported | AVY insider trading policy prohibits hedging/pledging; no shares pledged by any director/officer. |
Governance Assessment
- Independence and conflicts: Independence affirmed under NYSE standards; AVY reported no related person transactions in 2024 and runs annual independence and conflict reviews encompassing director-affiliated entities—supportive of investor confidence.
- Committee effectiveness: Active member of the Compensation Committee overseeing executive pay, succession, talent management, and clawback administration; committee members meet enhanced independence standards. Use of independent consultant (WTW) in compensation matters aligns with best practices.
- Alignment and incentives: Director pay mix tilted to equity via annual RSUs with one-year vest; 2024 compensation was $115,000 cash retainer and $182,043 RSUs. Stock ownership policy requires $500,000; she is within the five-year compliance window. Monitoring for guideline progress is warranted.
- Attendance and engagement: Board met 5 times in 2024; all directors met the ≥75% attendance threshold (average 98%). Additional engagement via the Future of Consumer Packaging Advisory Council indicates active director involvement beyond formal committees.
- Policy red flags: None evident. No hedging/pledging, no related party transactions requiring disclosure, and adherence to change-in-employment resignation tender policy (with Governance Committee review) reduce conflict risk.
RED FLAGS: None disclosed (no related party transactions; independence affirmed; no pledging; attendance ≥75%). Continued monitoring of stock ownership guideline progress and any potential commercial interactions between AVY and Trinseo is prudent given her external executive role, though no such transactions are reported.