Howard Yu
CARPENTER TECHNOLOGYAbout Howard Yu
Howard H. Yu, age 53, is an independent director of Carpenter Technology (CRS) since 2024, serving on the Audit/Finance and Science, Technology and Sustainability committees. He brings 25+ years of financial leadership, including CFO roles at Ball Corporation (2023–2025) and Envista (2019–2023), preceded by finance roles at Hewlett-Packard and auditing at Deloitte. He holds a BA in Economics/Business from UCLA, an MBA from USC, and is a California CPA (inactive) with AICPA membership. He has no current public company directorships outside CRS .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ball Corporation | Executive Vice President, Chief Financial Officer | 2023–2025 | Senior finance leadership at a global aluminum packaging supplier |
| Envista (Danaher spin-off) | Senior Vice President, Chief Financial Officer | 2019–2023 | Led M&A and systems transformations; global division CFO experience across regions |
| Danaher | CFO for multiple global divisions | ~22-year Danaher/Envista career | Led transformations across Asia, Europe, Latin America |
| Hewlett-Packard | Finance | Not disclosed | Early-career finance experience |
| Deloitte & Touche | Senior Auditor | Not disclosed | Audit experience and CPA credential foundation |
External Roles
| Category | Organization | Role | Status |
|---|---|---|---|
| Public company board | — | — | None (Current non-CRS public directorships: 0) |
Board Governance
| Governance Dimension | Details |
|---|---|
| Committee assignments | Audit/Finance; Science, Technology and Sustainability (member; not chair) |
| Committee independence | All Audit/Finance members independent and financially literate under NYSE standards; all standing committees comprised of independent directors |
| Board independence | 11 of 12 directors are independent |
| Attendance & engagement | Each director attended at least 75% of Board/committee meetings; average committee attendance was 99%; Yu did not attend the prior Annual Meeting due to joining mid-year; all directors expected to attend in 2025 |
| Meeting cadence (FY2025) | Board: 5; Audit/Finance: 10; Corporate Governance: 5; Human Capital: 6; Science/Tech/Sustainability: 5; Strategy: 5; Executive sessions of independent directors: 5 |
| Lead Independent Director | Steven M. Ward, Jr. appointed Aug 12, 2025; responsibilities include agenda review, convening independents, advisor retention |
Fixed Compensation
| Fiscal Year | Fees Earned or Paid in Cash ($) | Annual Retainer Policy (board member) | Committee Chair Fees (policy, cash) |
|---|---|---|---|
| 2025 | 56,250 | $150,000; paid 50% cash / 50% stock units (at least 50% in stock units) | Audit/Finance: $25,000; Human Capital: $17,500; Corporate Governance/Strategy/Science-Tech-Sustainability: $15,000 |
Director cash deferral is elective via the Director Cash Deferral Plan (lump sum or installments up to 15; interest credited at the Company’s “Five-Year Medium-Term Note Borrowing Rate”) .
Performance Compensation
| Award Type | Grant Date | Quantity | Grant-Date Fair Value ($) | Vesting | Notes |
|---|---|---|---|---|---|
| Retainer stock units (FY2025) | Oct 9, 2024 | 833 units | 135,146 | Annual grants vest fully at 1-year; dividend equivalents reinvested; forfeiture rules if service <1 year (exceptions for death/disability/change-in-control) | |
| Retainer stock unit components | Oct 9, 2024 | — | Retainer portion: 75,117; Non-retainer portion: 60,029 | As above | Components of annual stock unit award |
| Annual stock options (FY2025) | Oct 9, 2024 | 435 options | 35,074 | Annual options vest fully at 1-year; 10-year term; partial vesting if service ends after ≥3 months (pro rata) | |
| Initial sign-on stock options | Oct 9, 2024 | 4,000 options | 322,520 | Initial options vest in 4 equal annual installments; 10-year term | |
| Change-in-control treatment | — | — | — | Immediate vesting of all stock units; options become immediately exercisable; death/disability also accelerate vesting |
FY2025 total director compensation for Yu: Fees $56,250; Stock awards $135,146; Option awards $357,594; All other compensation $333; Total $549,323 .
Other Directorships & Interlocks
| Category | Entity | Nature | Potential Interlock/Conflict |
|---|---|---|---|
| Current public boards (non-CRS) | — | None | None disclosed |
| Prior executive roles | Ball; Envista/Danaher | CFO roles | No related-party transactions disclosed for FY2025 at CRS |
Expertise & Qualifications
- Financial expert: extensive CFO experience in public companies; financial management, capital allocation, reporting and controls .
- Operational manufacturing, strategic, international experience supporting CRS’s end-markets and global operations .
- Education and credentials: BA UCLA; MBA USC; CPA (CA, inactive); AICPA member .
Equity Ownership
| As of Aug 8, 2025 | Common Shares Owned | Employee RSUs | Director Stock Units | Shares & Units Beneficially Owned | % Outstanding | Options Exercisable ≤60 days | Options Outstanding (Total) |
|---|---|---|---|---|---|---|---|
| Howard H. Yu | 0 | 0 | 835 | 835 | 0.0% | 0 | 4,435 |
Director stock ownership policy requires equity equal to at least six times the annual cash retainer, with a five-year phase-in; all current non-employee directors satisfy or are on track (Yu joined Oct 2024) . Hedging or pledging of CRS stock is prohibited for directors; no puts/calls trading permitted .
Governance Assessment
- Strengths
- Independent, financially literate Audit/Finance committee member; committee independence across standing committees .
- Strong attendance culture (≥75% per director; average 99%); robust executive sessions and Lead Independent Director framework .
- Equity-heavy director pay aligns interests; mandatory stock ownership guideline (6x cash retainer) with phased compliance .
- No related-party transactions in FY2025; annual D&O questionnaires to detect conflicts .
- Watch items / potential investor signals
- Initial sign-on option grant of 4,000 options (fair value $322,520) plus annual options is a sizable option component for a director; while time-based, options can amplify equity sensitivity versus RSUs alone .
- Director equity awards have single-trigger change-in-control vesting (immediate vest/exercisable), which some investors view less favorably versus double-trigger constructs common for executives .
- Low current direct share ownership (0 shares; 0.0% beneficial ownership), though he is early in the five-year ownership guideline phase-in and holds 835 stock units and 4,435 options outstanding .
Overall, Yu’s CFO pedigree and committee placement enhance board financial oversight, with no disclosed conflicts or related-party exposure. Equity alignment will improve as ownership builds under the guideline, while single-trigger CIC vesting and option-heavy mix merit monitoring for governance preference alignment .