Kevin M. Stein
Axalta Coating SystemsAbout Kevin M. Stein
Kevin M. Stein (age 59) is an independent director of Axalta Coating Systems Ltd. (AXTA), serving since September 2023. He is President and Chief Executive Officer of TransDigm Group Incorporated and brings deep operational leadership across aerospace, industrials, and manufacturing. Education: B.A. in Chemistry (Hobart College); M.S. and Ph.D. in Inorganic Chemistry (Stanford University). Core credentials: large-scale operational leadership, manufacturing, and broad business experience.
Past Roles
| Organization | Role | Scope/Notes |
|---|---|---|
| TransDigm Group Incorporated | President & CEO; previously COO & President; COO of Power & Controls segment | Leads a global designer/producer of highly engineered aircraft components; significant operational management in complex global organizations. |
| Precision Castparts Corporation | Senior leadership roles | Prior senior leadership experience in advanced industrial manufacturing (now part of Berkshire Hathaway). |
| Cooper Industries | Division President | Led divisional operations in diversified industrial products. |
| Tyco Electronics/Raychem Corporation | Division President | Led divisional operations in electronics and materials. |
External Roles
| Organization | Role | Tenure/Status |
|---|---|---|
| TransDigm Group Incorporated (NYSE: TDG) | Director | Current. |
| Perimeter Solutions SA (NYSE: PRM) | Director | Former. |
| Other Public Company Boards (count) | — | 1 other public company board (excluding AXTA). |
Board Governance
| Committee | Role | 2024 Meetings | Chair |
|---|---|---|---|
| Environment, Health, Safety & Sustainability (EHS&S) | Member | 4 | Samuel L. Smolik (Chair). |
| Nominating & Corporate Governance | Member | 4 | Deborah J. Kissire (Chair). |
- Independence: The Board affirmatively determined all non-employee directors, including Mr. Stein, are independent under NYSE listing standards.
- Attendance: In 2024 the Board held 5 formal meetings; all directors attended at least 75% of Board and committee meetings during their tenure.
- Executive sessions: Independent directors meet regularly in executive session without management present.
- Outside commitments oversight: AXTA limits directors to ≤4 public company boards and ≤3 audit committees; the Nominating & Corporate Governance Committee annually reviews outside service/time commitments. Mr. Stein’s other public boards count is within policy.
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Cash Retainer | $75,000 | Paid quarterly in arrears; no meeting fees. |
| Stock Awards (RSUs) | $199,979 | Grant date: Feb 28, 2024; RSUs vest 100% on first anniversary. |
| Total | $274,979 | 2024 director compensation for Kevin M. Stein. |
| RSUs Granted (shares) | 6,157 | Outstanding at FY2024 year-end for each then-serving non-employee director. |
- Director compensation structure: Annual RSU equity retainer $200,000 and cash retainer $75,000; Chair fees: Board Chair $125,000; Audit Chair $20,000; Compensation Chair $17,500; other committee chairs $15,000; no meeting fees.
Performance Compensation
| Performance Pay Component | Details |
|---|---|
| None for non-employee directors | Director equity awards are time-based RSUs (no director-specific performance metrics or options). |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public boards | TransDigm Group Incorporated (Director). |
| Former public boards | Perimeter Solutions SA. |
| Interlocks/conflicts disclosed | No related person transactions >$120,000 since the beginning of FY2024; Audit Committee oversees related-party policy. |
| Time-commitment controls | AXTA policy caps additional public boards and audit committees; annual review of commitments. |
Expertise & Qualifications
- Significant operational and management experience within complex global manufacturing organizations.
- Broad business experience across aerospace and industrials.
- Advanced scientific training (Stanford Ph.D. in Inorganic Chemistry).
Equity Ownership
| Metric | Value | Source/Notes |
|---|---|---|
| Beneficial ownership (common shares) | 45,118 | As of April 10, 2025; consists entirely of common shares. |
| Shares outstanding | 218,560,711 | As of record date (April 10, 2025). |
| Ownership as % of outstanding | ~0.0206% | Derived from above values (45,118 / 218,560,711). |
| RSUs outstanding (FY2024 YE) | 6,157 | RSUs granted in 2024; vesting after one year. |
| Pledging/hedging | Prohibited by AXTA insider trading policy. | |
| Director ownership guideline | 5x annual cash retainer ($375,000) within five years; all directors comply or are within grace period. |
Compensation Committee Analysis
| Topic | Detail |
|---|---|
| Composition | William M. Cook (Chair), Jan A. Bertsch, Deborah J. Kissire; all independent. |
| Consultant | Pearl Meyer (independent compensation consultant; no conflicts). |
| Interlocks | No Compensation Committee member was an officer/employee; no relationships requiring Item 404 disclosure; no reciprocal committee interlocks in 2024. |
Say-on-Pay & Shareholder Feedback
- 2024 Say-on-Pay approval: 98.65% of votes cast supported NEO compensation.
- Engagement: Between March 2024 and March 2025, AXTA engaged investors representing ~55% of shares outstanding and ~60% of actively managed fund holders; no material governance or compensation issues raised.
Governance Assessment
- Board effectiveness: Stein’s dual role as TransDigm CEO adds deep operational insight and industrial sector expertise to AXTA’s Board, particularly valuable for EHS&S and governance oversight.
- Independence and alignment: Independent director with meaningful share ownership and compliance with stock ownership guidelines; prohibited hedging/pledging supports alignment.
- Committee engagement: Active membership on EHS&S (4 meetings) and Nominating & Corporate Governance (4 meetings), both central to sustainability and board composition/refresh oversight.
- Conflicts/related-party exposure: No related party transactions disclosed; AXTA policy and Audit Committee oversight mitigate risk.
- Risk indicators: No director meeting fees; no tax gross-ups; no single-trigger vesting; robust clawback policies; regular executive sessions and annual board/committee evaluations enhance governance quality.
RED FLAGS
- Multiple roles/time commitment: Stein is an active CEO at TransDigm while serving on AXTA’s Board; AXTA mitigates via limits on outside boards and annual review of director commitments. Current outside public board count (other than AXTA) is 1, within AXTA’s thresholds.
- Equity pledging/hedging: Prohibited by policy (reduces risk).