Rakesh Sachdev
Axalta Coating SystemsAbout Rakesh Sachdev
Rakesh Sachdev (age 69) is Axalta’s Non-Executive Board Chair and has served on the board since August 2020 (tenure ~4 years). He previously served as Axalta’s interim CEO and President from August through December 2022. He holds a B.S. in Mechanical Engineering (IIT Delhi), an M.S. in Mechanical Engineering (University of Illinois at Urbana-Champaign), and an MBA (Indiana University). The Board affirms his independence under NYSE standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Axalta Coating Systems Ltd. | Interim CEO & President | Aug–Dec 2022 | Led CEO transition; Board Chair throughout |
| Platform Specialty Products (Element Solutions Inc.) | CEO | Not disclosed | Led specialty chemicals portfolio |
| Sigma-Aldrich Corporation | President & CEO | Not disclosed | Led life sciences company prior to Merck KGaA acquisition |
External Roles
| Organization | Role | Listing/Ticker |
|---|---|---|
| Regal Rexnord Corporation | Chairman of the Board | NYSE: RRX |
| Edgewell Personal Care Company | Director | NYSE: EPC |
| Herc Holdings Inc. | Director | NYSE: HRI |
| Actylis | Director | Private company |
| New Mountain Capital | Senior Advisor | Private equity advisor role |
Board Governance
- Role: Non-Executive Board Chair; coordinates independent directors, presides over executive sessions, liaises with CEO, and leads board operations. The Board believes separating Chair and CEO is in shareholders’ best interests, with Sachdev providing leadership and oversight while the CEO focuses on operations.
- Independence: The Board determined all non-employee directors, including Sachdev, are independent under NYSE listing standards.
- Committees: Principal committees are Audit, Compensation, Nominating & Corporate Governance, and EHS&S; Sachdev serves as Board Chair and is not listed as a member of these standing committees.
- Attendance: In 2024, the Board held 5 formal meetings; all directors attended at least 75% of Board and committee meetings during their tenure. Independent directors meet regularly in executive sessions; Sachdev presides at Board executive sessions.
- Board evaluation: For 2024, Sachdev conducted individual interviews with each director to support the annual Board and committee evaluation process.
- Limits & time commitments: Directors may serve on ≤4 public company boards and ≤3 audit committees; the Nominating & Corporate Governance Committee annually reviews outside service and time commitments. Age limit 75 absent Board request to continue.
Fixed Compensation
| Component | Policy Amount | 2024 Actual (Sachdev) |
|---|---|---|
| Annual cash retainer | $75,000 (paid quarterly) | $200,000 cash (includes Chair fee; earned in 2024) |
| Board Chair annual fee | $125,000 (paid quarterly) | Included in $200,000 above |
| Meeting fees | None | None |
Performance Compensation
| Equity Type | Grant Value | Grant Date | Vesting | RSUs Outstanding (12/31/2024) |
|---|---|---|---|---|
| Annual RSU grant | $200,000 grant-date fair value | Feb 28, 2024 (non-employee directors) | 100% on first anniversary of grant | 6,157 RSUs for Sachdev |
Notes: Director equity is RSUs (no options); no additional meeting or committee fees are paid.
Other Directorships & Interlocks
| Company | Relationship to AXTA | Potential Interlock/Exposure |
|---|---|---|
| Regal Rexnord (RRX), Edgewell (EPC), Herc (HRI) | Sachdev sits on boards (RRX Chair; EPC, HRI director) | No related-party transactions >$120,000 involving directors were reported since the start of FY2024. |
- Related-party policy: Audit Committee reviews and must approve any related person transaction >$100,000; none reported involving directors since beginning of FY2024.
Expertise & Qualifications
- Industry: Extensive leadership in chemicals, industrials, and life sciences; international finance and strategy expertise.
- Governance: Experience chairing boards and overseeing strategic plans and risk oversight as Board Chair.
- Education: IIT Delhi (B.S. Mech. Eng.), University of Illinois Urbana-Champaign (M.S. Mech. Eng.), Indiana University (MBA).
Equity Ownership
| Metric | Amount | % of Outstanding |
|---|---|---|
| Beneficially owned common shares | 140,995 shares | ~0.065% (computed using 218,560,711 shares outstanding as of Apr 10, 2025) |
| RSUs outstanding (director equity) | 6,157 units (12/31/2024) | N/A |
| Pledged/Hedged shares | Company policy prohibits pledging, hedging, margin accounts, and short sales by directors/officers/employees. |
- Director ownership guideline: Minimum 5× cash retainer ($375,000) in common shares and/or unvested RSUs within five years of first appointment; all directors are in compliance or within guideline grace periods.
- Shares outstanding reference: 218,560,711 common shares as of April 10, 2025.
Governance Assessment
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Positive signals:
- Independent, non-executive Chair with defined responsibilities; separation of CEO and Chair roles supports robust oversight and risk governance.
- Attendance and engagement strong; Board met 5 times in 2024 and all directors met ≥75% attendance; Sachdev led one-on-one director interviews for the evaluation.
- Director pay structure aligns with shareholder interests (mix of cash retainer and time-vested RSUs; no meeting fees); Sachdev’s 2024 total director comp was $399,979 ($200,000 cash; $199,979 stock).
- Ownership alignment supported by guidelines (5× retainer) and prohibitions on pledging/hedging; directors are compliant or within grace.
- No related-party transactions involving directors reported since start of FY2024; clear Audit Committee review policy for any such transactions.
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Monitoring items:
- Multiple outside public boards (RRX, EPC, HRI) increase time demands; Axalta limits outside boards to ≤4 and reviews commitments annually—Sachdev remains within policy.
- As Senior Advisor to New Mountain Capital and director at Actylis, continue monitoring for any transactions or competitive overlaps; none reported.
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RED FLAGS: None disclosed related to attendance shortfalls, related-party transactions, pledging/hedging, or option repricing.
Overall, Sachdev’s independent Chair role, strong engagement in evaluations, compliant ownership posture, and absence of related-party exposures support investor confidence in Axalta’s board governance under his leadership.