Tyrone M. Jordan
Axalta Coating SystemsAbout Tyrone M. Jordan
Independent director of Axalta Coating Systems (AXTA), age 63, serving since June 2021 (three years of tenure) with committee roles on the Environment, Health, Safety & Sustainability (EHS&S) Committee and the Nominating & Corporate Governance Committee . Background includes senior operating leadership in automotive and aerospace: President & COO at DURA Automotive Systems; EVP, Global Operations & Customer Experience at General Motors; Global SVP, Operations & Supply Chain for Aerospace Systems at United Technologies Corporation . Education: Bachelor’s in Pre-Law (Eastern Michigan University), Bachelor of Applied Science in Industrial Engineering Technology (Purdue University), Executive Aerospace & Defense MBA in Operations, Strategy & Finance (University of Tennessee) . AXTA’s Board has determined he is independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DURA Automotive Systems | President & Chief Operating Officer | Not disclosed | Led operations across EV/hybrid, ADAS, mechatronics, lightweight structures and luxury trim systems |
| General Motors | Executive Vice President, Global Operations & Customer Experience | Not disclosed | Global operations leadership and customer experience oversight |
| United Technologies – Aerospace Systems | Global Senior Vice President, Operations & Supply Chain | Not disclosed | Global supply chain and operations leadership in aerospace |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BWX Technologies (NYSE: BWXT) | Chair of the Board | Not disclosed | Nuclear solutions leadership; board chair responsibilities |
| Regal Rexnord (NYSE: RRX) | Director | Not disclosed | Industrial components manufacturer; board service |
| Meritor (acquired by Cummins in 2022) | Former independent director | Through Aug 2022 | Prior board service until acquisition |
| AXTA Proxy Matrix (summary indicator) | Other public company boards count | Not disclosed | AXTA matrix indicates “3” for Jordan’s other public company boards |
Board Governance
- Committee assignments: EHS&S Committee member; Nominating & Corporate Governance Committee member; both committees comprised of independent directors .
- Committee meeting cadence (2024): Nominating & Corporate Governance (4 meetings); EHS&S (4 meetings) .
- Independence: The Board affirmed all non-employee directors, including Jordan, are independent under NYSE standards .
- Attendance: Board held 5 formal meetings in 2024; all directors attended at least 75% of Board and committee meetings during their tenures; all then-current directors attended the 2024 AGM (except two who did not stand for reelection) .
- Executive sessions: Independent directors meet regularly in executive session without management .
- Outside service limits: Directors capped at no more than four public boards and no more than three audit committees; Nominating & Corporate Governance Committee reviews outside commitments at least annually .
| Committee | Role | Meetings in 2024 | Independence Status |
|---|---|---|---|
| Environment, Health, Safety & Sustainability | Member | 4 | Committee members independent |
| Nominating & Corporate Governance | Member | 4 | Committee members independent |
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $75,000 | AXTA non-employee director annual cash retainer; Jordan’s 2024 cash fees were $75,000 |
| Committee Chair Fees | $0 | Jordan did not serve as a committee chair in 2024; chair fees: Audit $20,000; Compensation $17,500; Other Committee $15,000 |
| Board Chair Fee | $0 | Not applicable; Board Chair fee is $125,000, not for Jordan |
Program design: No meeting fees; cash fees payable quarterly in arrears; no changes to director compensation program in 2024 .
Performance Compensation
| Equity Item (2024) | Grant Date | Grant Value | Units/Terms | Outstanding at YE 2024 | Vesting |
|---|---|---|---|---|---|
| RSUs (Annual equity retainer) | Feb 28, 2024 | $199,979 | Number determined by $200,000 ÷ closing price; Jordan’s aggregate RSUs outstanding (then-serving director) were 6,157 | 6,157 | 100% on first anniversary of grant date |
Notes: AXTA states it does not currently grant stock options or option-like instruments; equity awards follow plan features including minimum 12-month vesting and no dividend payments until vesting .
Other Directorships & Interlocks
| Company | Relationship to AXTA | Notable Governance Considerations |
|---|---|---|
| BWX Technologies (BWXT) | External board (Chair) | No AXTA related-party transactions >$120,000 since FY2024; Audit Committee policy governs any related-person transactions |
| Regal Rexnord (RRX) | External board (Director) | No AXTA related-party transactions >$120,000 since FY2024; governance policy requires Audit Committee review of any such items |
| Meritor (prior) | Former director | Historical role ended with acquisition; not current |
| AXTA board limits | Policy | Maximum four public company boards and three audit committees; Nominating & Corporate Governance reviews time commitments annually |
Expertise & Qualifications
- Deep industrial operations, supply chain, and manufacturing leadership across automotive and aerospace sectors; relevant to EHS&S oversight and operational excellence priorities .
- Education spanning law-adjacent, engineering technology, and executive MBA focused on aerospace & defense operations, strategy, finance .
Equity Ownership
| Item | Value | As-of | Notes |
|---|---|---|---|
| Beneficial ownership (common shares) | 23,282 | April 10, 2025 | Less than 1% of class; AXTA had 218,560,711 shares outstanding |
| RSUs outstanding (director) | 6,157 | Dec 31, 2024 | Then-serving non-employee directors, including Jordan, had 6,157 RSUs outstanding |
| Director stock ownership guideline | $375,000 (5× $75,000 retainer) | Policy | Must meet within five years of first appointment; “all directors are in compliance or within grace period” |
| Hedging/pledging policy | Prohibited | Policy | Directors are prohibited from hedging, short sales, pledging, margin accounts; trades require pre-clearance |
Governance Assessment
- Strengths: Independent status, active committee service (EHS&S and Nominating & Corporate Governance), and documented attendance (≥75% of meetings) support board effectiveness and investor confidence .
- Ownership alignment: Annual RSU grants ($199,979) with one-year vesting and stock ownership guidelines (5× retainer; $375,000) enhance alignment; directors in compliance or within grace period; hedging/pledging prohibited .
- Conflicts: AXTA reports no related-party transactions >$120,000 since FY2024; Audit Committee policy requires review/approval of any related-person transactions; committee members are independent .
- Engagement and process: Regular independent executive sessions and robust annual Board/committee evaluations indicate governance rigor; investor engagement reached ~55% of shareholder base Mar 2024–Mar 2025 with no material governance concerns raised .
- Overboarding risk: AXTA limits to four public boards/three audit committees; AXTA’s matrix indicates Jordan serves on three public boards, within policy, with annual review of commitments by the Nominating & Corporate Governance Committee .
RED FLAGS
- None disclosed: No related-party transactions requiring Item 404 disclosure; hedging/pledging prohibited; no meeting fees; director program unchanged in 2024; all non-employee directors independent .