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Matthew Tsien

Director at CUMMINSCUMMINS
Board

About Matthew Tsien

Independent director elected to the Cummins Inc. (CMI) Board on July 14, 2025; serves until the next annual meeting . Brings >40 years of automotive leadership including Executive Vice President & Chief Technology Officer at General Motors, President of GM Ventures, and President of GM China; holds degrees from Kettering (BS) and master’s degrees from Stanford and MIT . Age 64 in 2025 (as disclosed in AGCO’s 2025 proxy) .

Past Roles

OrganizationRoleTenureCommittees/Impact
General MotorsExecutive Vice President & Chief Technology Officer2020–2021Led future tech initiatives; accelerated electrification investments
General MotorsPresident, GM Ventures2020–2021Oversaw venture investments; fostered innovation
General MotorsPresident, GM China2014–2020Ran China operations; global leadership experience
General Motors/SAIC-GM-WulingExecutive VP, SAIC-GM-Wuling; prior CTO/Director roles in China1995–2011Electrification, connectivity, global tech roles

External Roles

CompanyRoleSinceBoard Committees
AGCO CorporationDirectorJan 2021Audit; Talent & Compensation
Magna InternationalDirectorMay 2023Talent Oversight & Compensation; Technology

Board Governance (CMI)

  • Independence: Board determined Mr. Tsien is independent under NYSE and SEC rules .
  • CMI committee assignments: Audit; Governance & Nominating; Safety, Environment & Technology . These committees oversee financial reporting/internal controls (Audit), board composition and evaluation (Governance), and safety, sustainability and tech strategy (SET) .
  • Term and meeting practice: Elected to serve until the next annual meeting; CMI requires director nominees to attend the annual meeting and maintains robust evaluation/engagement processes for board effectiveness .

Fixed Compensation (CMI – Non‑Employee Directors)

ElementAmount / StructureNotes
Annual cash retainer$140,000Standard board retainer
Annual equity (common stock)$175,000Granted in CMI common stock; shares calculated from 20‑day average price on grant date
Lead Director fee$35,000 (cash)Additional retainer
Committee chair fees$25,000 (Audit, TMCC); $15,000 (Finance, Governance & Nominating, SET)Additional retainers per committee chaired
Deferred Compensation PlanAvailableDirectors may elect to defer cash/stock; paid per plan elections; includes legacy crediting options
Program participationStandardTsien will participate in CMI’s standard non‑employee director compensation program

Performance Compensation

ItemDetails
Director equity metricsNone; non‑employee directors receive fixed-value common stock awards (not performance-based)
Company incentive metrics (context)CMI identifies EBITDA, ROIC, and Operating Cash Flow as “most important” measures for executive incentive plans; directors are not subject to these performance metrics

Other Directorships & Interlocks

CompanySector Intersection with CMICommittee RolesNote
AGCOAgricultural equipment; potential ecosystem adjacency to CMI power solutionsAudit; Talent & CompensationMonitor for any transactions requiring recusal; CMI requires directors be free of conflicts
Magna InternationalAutomotive supplier; technology and electrification focus complementary to CMITalent Oversight & Compensation; TechnologyTechnology expertise aligns with CMI SET oversight; conflict policies apply

Expertise & Qualifications

  • Deep technical and engineering leadership (GM CTO; electrification and connectivity track record) supporting SET committee oversight and Destination Zero strategy .
  • Global operations leadership (GM China President) adding international perspective across Audit and Governance & Nominating responsibilities .
  • Academic credentials in engineering from Kettering, Stanford, and MIT reinforce board technology competency .

Equity Ownership

ItemStatus / RequirementDetails
Initial beneficial ownership (CMI)0 sharesSEC Form 3 filed 07/15/2025 indicates “No securities are beneficially owned.”
Director ownership guideline3× annual total retainerNon‑employee directors must own shares equal to 3× retainer within six years of joining the Board; sales restricted until guideline met
Hedging/pledging policyProhibitedDirectors/officers may not hedge or pledge CMI stock

Insider Filings (CMI)

FilingDateKey Disclosure
Form 3 (Initial Statement of Beneficial Ownership)July 15, 2025Reports role as Director; states “No securities are beneficially owned.”

Governance Assessment

  • Strengths: Independent status; audit committee service enhances financial oversight; SET and Governance roles match his electrification and global leadership background; external board experience at AGCO and Magna adds sector insights .
  • Alignment: Director stock awards and 3× ownership guideline drive long-term alignment; initial zero ownership is common at appointment with six years to comply; hedging/pledging barred, which supports investor alignment .
  • Potential conflicts: Concurrent directorships in adjacent industries warrant routine monitoring for related-party exposure; CMI’s governance principles require directors be free of conflicts and the Board applies NYSE/SEC independence standards .
  • Capacity/engagement: CMI limits external board memberships and requires meaningful engagement and attendance; while Tsien’s CMI attendance has not yet been disclosed, Board practices require 75%+ meeting attendance and annual evaluations .

Overall, Tsien’s audit/technology credentials and global operating experience enhance board effectiveness for CMI’s decarbonization and technology oversight, with standard guardrails (independence, ownership, anti-hedging) mitigating typical governance risks .