Kerry J. Preete
About Kerry J. Preete
Kerry J. Preete (age 64) is an independent director of Corteva, Inc. (CTVA) since March 2021; he is a retired Executive Vice President and Chief Strategy Officer of Monsanto Company with deep agriculture, chemicals, and technology strategy experience. At Corteva he serves on the People & Compensation Committee and the Sustainability & Innovation Committee; he is independent under NYSE rules and currently sits on one other public company board (Avient Corporation).
Past Roles
| Organization | Role | Tenure | Notes/Scope |
|---|---|---|---|
| Monsanto Company | Executive Vice President & Chief Strategy Officer | 2010–Jun 2018 (remained at Bayer through Dec 2018 post-acquisition) | Led IT including digital/cybersecurity transformations; ran M&A and venture initiatives. |
| Monsanto Company | President, Global Crop Protection & Chemicals | 2009–2010 | Business leadership across crop protection and chemical portfolio. |
| Monsanto Company | Vice President, International Crops Business | 2008–2009 | Led international crops business strategy and execution. |
| Seminis Vegetable Seeds (Monsanto) | President | 2005–2008 | Led global vegetable seeds unit. |
| Monsanto Company | Vice President, U.S. Markets | 2001–2005 | Commercial leadership for U.S. markets. |
| Monsanto Company | Vice President, Global Product Management | 1999–2001 | Global portfolio and product management. |
| Monsanto Company | Director, Global Product Stewardship & Chemicals | 1998–1999 | Stewardship and chemicals oversight. |
| Monsanto Company | Marketing & Distribution roles (incl. U.S. Marketing Director) | 1985–1998 | Progressive commercial roles culminating in U.S. marketing leadership. |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Avient Corporation (f/k/a PolyOne) | Director | Dec 2013–Present | Specialized polymer materials; current other public board for Preete. |
| Univar Solutions Inc. | Director | May 2018–Aug 2023 | Global chemical/ingredient distributor; board service ended upon acquisition by Apollo Funds. |
Board Governance
| Item | Detail |
|---|---|
| Independence status | Independent director; all nominees except the CEO (Magro) are independent. |
| Committees | People & Compensation; Sustainability & Innovation (not a chair). |
| Board meetings | Board met 8 times in 2024; Committees met: Audit 10, People & Compensation 7, Governance & Compliance 5, Sustainability & Innovation 5. |
| Attendance | All directors attended >75% of aggregate Board and committee meetings; all attended the 2024 Annual Meeting. |
| Board leadership | Independent Chair (Gregory R. Page); independent director executive sessions held regularly. |
| Years of service on CTVA board | 4 years as of 2025 (Director since March 2021). |
| Other current public boards (count) | 1 (Avient). |
Fixed Compensation
Non-employee director pay structure targets peer median; deliver equity as RSUs.
| Compensation Element | 2022 ($) | 2024 ($) |
|---|---|---|
| Annual Cash Retainer | 125,000 | 130,000 |
| Equity Retainer (RSUs; grant-date fair value) | 170,186 | 170,252 |
| Committee Chair Fees (if applicable) | N/A (not a chair) | N/A (not a chair) |
| All Other Compensation (e.g., accident insurance) | 300 | 300 |
| Total Annual Director Compensation | 295,486 | 300,552 |
Notes:
- Equity retainer grants vest on the first anniversary of the grant date beginning 2022; prior equity awards from inception through 2021 vest at retirement.
- The cash retainer increased to $130,000 effective May 1, 2022.
Performance Compensation
Non-employee directors receive time-based RSUs; no performance conditions (no options).
| Grant Date | Instrument | Units | Grant-date Fair Value ($) | Vest Date |
|---|---|---|---|---|
| Apr 26, 2024 | RSUs (Annual equity retainer) | 3,100 | 170,252 | Apr 26, 2025 |
Policy context:
- Non-employee directors must hold equity until meeting stock ownership guidelines (5x cash retainer within 5 years).
- Prohibition on hedging and pledging of Corteva securities for directors and executives.
Other Directorships & Interlocks
- People & Compensation Committee membership includes Lamberto Andreotti (Chair), Karen H. Grimes, Marcos M. Lutz, Kerry J. Preete, and Patrick J. Ward. The company reports no compensation committee interlocks or insider participation in 2024.
- Independent consultant Frederic W. Cook & Co. advises the committee; committee retains consultants and sets peer groups.
Expertise & Qualifications
- Strategic, capital markets, regulatory, and deep agriculture/chemicals experience; oversaw digital and cybersecurity transformations at Monsanto; led M&A and venture capital initiatives; extensive P&L leadership across seeds and crop protection.
Equity Ownership
| Metric | As of Date | Amount |
|---|---|---|
| Current shares beneficially owned | Mar 5, 2025 | 2,500 |
| Rights to acquire beneficial ownership (by May 4, 2025) | Mar 5, 2025 | 0 |
| Ownership % of shares outstanding | Mar 5, 2025 | <1% (footnoted as “*”) |
| Stock ownership guideline | Policy | 5x annual cash retainer within 5 years; hold all equity until guideline met. |
| Guideline compliance status | Dec 31, 2024 | Directors in compliance or anticipated to reach within timeframe. |
| Hedging/Pledging | Policy | Prohibited for directors and executives. |
Insider Trades (Form 4 snapshots)
| Filing Date | Transaction Date | Type | Quantity | Price | Source |
|---|---|---|---|---|---|
| Apr 30, 2024 | Apr 26, 2024 | RSU award (annual director retainer) | 3,100 | n/a | |
| May 2, 2025 | — | Stock units/award (director plan) | — | — | |
| Oct 31, 2025 | Oct 31, 2025 | Acquisition of stock units | 63.0697 | 61.44 | |
| Oct 31, 2025 | Oct 31, 2025 | Acquisition of common stock units | 528.9714 | 61.44 |
Note: RSU grant counts align with the proxy’s disclosed 3,100 RSUs awarded to each non-employee director on Apr 26, 2024.
Governance Assessment
- Board effectiveness and independence: Preete strengthens board oversight via People & Compensation and Sustainability & Innovation committees; independence affirmed; board chaired by an independent director with regular executive sessions — positive for investor confidence.
- Attendance/engagement: Board and committees met frequently in 2024, and all directors exceeded 75% attendance and attended the annual meeting — signal of active oversight.
- Compensation alignment for directors: Balanced cash/equity mix ($130,000 cash; $170,252 RSUs in 2024 for Preete), RSUs vest annually, and stringent stock ownership requirements (5x retainer) with holding requirements until met — strong alignment features.
- Compensation committee practices: Independent consultant (FW Cook), annual say-on-pay support (~95% in 2024), clawback policy, anti-hedging/pledging — governance-forward compensation oversight.
- Potential conflicts/related-party exposure: Company maintains robust related person transaction policies; no director-specific related-party transactions found for Preete in sections reviewed — low apparent conflict risk.
RED FLAGS / Watchpoints
- Ownership level presented as 2,500 shares (<1%) as of Mar 5, 2025; while guidelines consider broader equity units and mandate holding until thresholds are met, the reported common shares are modest — investors may monitor ongoing equity accumulation versus guideline (company indicates compliance/on-track).
- Prior senior role at Monsanto (industry competitor historically) necessitates continued monitoring for any related-party dealings; none disclosed in the proxy sections reviewed.
Committee Assignments, Chair Roles, and Expertise
- People & Compensation Committee member; Sustainability & Innovation Committee member; not a chair. Expertise in strategy, M&A/VC, IT/cyber, and agriculture technology.
Director Compensation Mix and Ownership Alignment
- Year-over-year: Cash retainer increased from $125,000 (2022) to $130,000 (2024); equity retainer remained ~$170k; total ~$300k. RSUs vest annually starting 2022; strict ownership guidelines with holding requirements.
Say-on-Pay & Shareholder Feedback Context
- 2024 say-on-pay support ~95% indicates broad investor endorsement of compensation programs and governance practices, supporting confidence in compensation committee oversight (where Preete serves).
Risk Indicators
- Clawback policy in place; hedging/pledging prohibited; no committee interlocks or insider participation; independent board leadership — mitigants to governance risk.