Christopher Kuehn
CelaneseAbout Christopher J. Kuehn
Christopher J. Kuehn (age 52) is an independent director of Celanese Corporation, elected in 2025. He is EVP & CFO of Trane Technologies plc and previously held senior finance and accounting roles at Ingersoll Rand, Whirlpool, SPX, and PwC. He serves on Celanese’s Audit Committee and the Finance & Business Review Committee and has been designated an Audit Committee Financial Expert. He holds a B.S. in Accounting (SUNY Geneseo) and an MBA (University of Rochester – Simon Business School) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Trane Technologies plc | EVP & CFO; previously SVP & CFO | 2020–present (EVP since 2021) | Leads all finance functions; M&A and integration; investor relations |
| Ingersoll Rand plc (now Trane Tech) | VP & Chief Accounting Officer | 2015–2020 | Led accounting, controls, risk management; participated in 2020 spin-off planning |
| Whirlpool Corp | Corporate Controller & Chief Accounting Officer | 2012–2015 | Oversaw global accounting, reporting, internal controls |
| SPX Corporation | Segment CFO; Assistant Corporate Controller; Director Corporate Accounting | 2006–2012 | Business unit finance leadership; corporate accounting operations |
| PricewaterhouseCoopers LLP | Audit/Advisory, Senior Manager | 1994–2006 | Finance and audit foundation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Trane Technologies plc | EVP & CFO | 2021–present | Executive officer; not disclosed as a TT board director |
| Junior Achievement of Central Carolinas | Executive Committee Member | n/a | Community/education affiliation |
Board Governance
- Committee assignments: Member, Audit Committee; Member, Finance & Business Review Committee (joined Mar 1, 2025). Audit Committee membership includes designation as an “Audit Committee Financial Expert.” The Finance & Business Review Committee was formed in Feb 2025 to oversee financial position, cost reduction, cash flow prioritization, deleveraging, and portfolio evaluation .
- Independence: The Board affirmatively determined Kuehn is independent under NYSE and Company standards; 12 of 13 current directors are independent (CEO excepted) .
- Attendance norms and 2024 cadence: Board held 6 meetings in 2024; committees held a total of 23 with attendance above 99%, and all incumbent directors met at least 75% attendance. Committee meeting counts in 2024: Audit (8), CMDC (5), NCG (4), Stewardship (4). FBC commenced in 2025 .
- Shareholder election support: Elected May 14, 2025 with 95,810,658 votes For, 336,777 Against, 64,558 Abstain; Broker non-votes 4,619,784 .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $125,000 | Paid quarterly |
| Committee chair cash fees – Audit | $25,000 | Chair fee; Kuehn is a member, not chair |
| Committee chair cash fees – CMDC | $20,000 | Chair fee |
| Committee chair cash fees – NCG; Stewardship | $15,000 each | Chair fees |
| Finance & Business Review (FBC) chair fee | $25,000 | Effective Mar 1, 2025 |
| Independent Chair retainer | $75,000 | Effective Jan 2025 (replaces Lead Independent Director fee) |
| Annual time-based RSUs | $175,000 fair value | One-year vesting; typical May grant; directors may receive pro-rata grants when newly elected |
| Independent Chair RSUs | $100,000 | Effective Jan 2025 |
| Deferred compensation eligibility | Plan available | Directors can defer cash and RSUs under 2008 Deferred Plan; no above‑market earnings; Kuehn not listed among 2024 participants |
Performance Compensation
| Element | Metric(s) | Award Design | Vesting | Notes |
|---|---|---|---|---|
| Annual RSUs (non‑employee directors) | None (time‑based) | RSUs granted annually | One-year vesting | No performance conditions; newly elected directors receive pro‑rata equity awards |
The Company highlights “robust clawback policies” covering time-based awards as part of governance practices; these are governance-wide and not director-specific metrics .
Other Directorships & Interlocks
| Company | Relationship | Transaction Exposure | Materiality Assessment |
|---|---|---|---|
| Trane Technologies plc | EVP & CFO | Routine purchases from Trane | Amounts did not exceed greater of $1,000,000 or 2% of other entity’s gross revenues; qualifies under categorical independence standard |
- Board service limits: Directors generally limited to four public company boards (six maximum with approvals); stricter limits for public company CEOs/executives (typically CE Board plus employer board). The NCG Committee and Board review and enforce overboarding limits; no exceptions disclosed .
Expertise & Qualifications
- Finance/audit: Deep experience as CFO/CAO overseeing budgeting, reporting, internal controls, and risk management .
- M&A and capital markets: Led integration and transaction planning (e.g., IR spin-off), treasury, IR, FP&A .
- Risk management and IT: CFO roles included enterprise risk and technology oversight .
Equity Ownership
| Policy/Item | Detail |
|---|---|
| Director Stock Ownership Guidelines | Minimum ownership equal to 5x annual cash retainer ($125,000), i.e., $625,000; five-year compliance window for newly elected directors; may not sell more than 50% of shares received as compensation during compliance period |
| Hedging/Pledging | Prohibited; to the Company’s knowledge, none of directors’ shares are hedged or pledged |
Governance Assessment
- Strengths: Independent status; Audit Committee Financial Expert; committee placement aligns with finance and deleveraging priorities; strong shareholder support in 2025 election; robust director ownership guidelines and prohibition on hedging/pledging .
- Engagement signals: Board/committee cadence and high attendance norms; expectation to attend annual meeting; active shareholder engagement program noted in governance highlights .
- Compensation alignment: Cash/equity mix standard for S&P 500 peers, with time-based RSUs and modest chair fees; deferred plan available without above-market earnings .
- Potential conflicts: Routine transactions with Trane Technologies judged immaterial under independence standards; monitored via categorical independence thresholds .
- Structural considerations: Corporate opportunity waiver in Restated Certificate permits non-employee directors and specified stockholders to pursue opportunities outside CE except when expressly offered solely in director capacity; common in Delaware charters but can be viewed as a theoretical conflict mitigated by fiduciary duty scope .
- Shareholder rights and confidence: Majority voting standard for directors; supermajority provisions removed in 2025; strong say-on-pay support (~99% in 2024) indicates positive investor sentiment toward governance and pay .