Amy Brady
Director at DD
Board
About Amy Brady
Amy G. Brady (age 58) has served on DuPont’s Board since 2019. She is Executive Vice President and Chief Information Officer at KeyCorp (since 2012) and previously spent 25 years at Bank of America culminating as CIO, Enterprise Technology & Operations; her core credentials are technology, operations, and cybersecurity leadership with extensive management experience. She is an independent director.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bank of America | CIO, Enterprise Technology & Operations; earlier senior technology/operations roles | 25 years | Led technology and operations delivery across Finance, Risk, HR, Marketing, Legal, Audit (enterprise functions) |
External Roles
| Organization | Role | Tenure | Responsibilities/Impact |
|---|---|---|---|
| KeyCorp | Executive Vice President & CIO | 2012–present | Leads shared services for technology, operations, data, client/account servicing, security (including cybersecurity), and procurement |
Board Governance
- Committee assignments: Audit Committee member; Environment, Health, Safety & Sustainability (EHS&S) Committee member; not a chair. Audit held eight meetings and EHS&S held five in 2024.
- Independence: Board determined Brady and all nominees except Breen and Koch are independent; all standing committees consist of independent directors.
- Attendance and engagement: In 2024 the Board met 12 times and committees met 24 times; all incumbent directors attended more than 75% of combined Board/committee meetings; all directors nominated for election attended the 2024 Annual Meeting. Executive sessions of non‑employee directors occurred nine times.
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Cash retainer | $130,000 | Standard non‑employee director cash retainer |
| Equity retainer (RSUs) | $170,028 | Grant date fair value; RSU grant on June 5, 2024 |
| All other compensation | $300 | Insurance/legacy charitable accruals |
| Total | $300,328 | Sum of cash, equity, other |
Director fee schedule (policy):
| Compensation Element | Amount |
|---|---|
| Annual cash retainer | $130,000 |
| Annual equity retainer | $170,000 |
| Committee chair fees – Audit | $35,000 |
| Committee chair fees – People & Compensation | $25,000 |
| Committee chair fees – Other committees | $20,000 |
| Lead Director fee | $50,000 |
Performance Compensation
- DuPont does not use performance-conditioned equity for directors; annual director equity grants are RSUs with holding requirements until retirement.
RSU grant details (2024):
| Grant Date | Award Type | Units | Fair Value/Share | Grant Date Fair Value |
|---|---|---|---|---|
| June 5, 2024 | RSU | 2,109 | $80.62 | $170,028 |
Holding/vesting:
- Directors received RSUs with provisions limiting transfer until retirement; newly appointed directors also receive an initial grant of 1,000 common shares held until departure (net of taxes).
Other Directorships & Interlocks
| Item | Company | Role | Notes |
|---|---|---|---|
| Other current public company boards | — | — | None disclosed for Brady |
| Interlock signal | KeyCorp | Brady: EVP & CIO; A. M. Cutler (DuPont Lead Director): Lead Director at KeyCorp | Shared affiliation may increase information flow; managed under DuPont independence/related‑party policies |
Expertise & Qualifications
- Technology, operations, and cybersecurity expertise; extensive management experience.
- Audit committee participation aligns with operational/technology risk oversight; EHS&S membership supports oversight of safety and sustainability programs.
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Current shares beneficially owned | 674 | As of March 14, 2025 |
| Rights to acquire beneficial ownership (e.g., director RSUs/units) | 15,388 | As of May 13, 2025 window; typically includes RSUs/stock units |
| Total beneficial ownership | 16,062 | Less than 1% of shares outstanding |
| Outstanding stock awards (director) at 12/31/2024 | 15,289 | RSUs/stock awards outstanding |
- Director stock ownership guidelines: directors are required to hold Company‑granted shares until retirement.
- Anti‑hedging/anti‑pledging: directors and officers are prohibited from hedging or pledging DuPont securities.
Governance Assessment
- Strengths: Independent status; dual committee service (Audit and EHS&S) aligns with her CIO/cybersecurity background and operational risk oversight; strong meeting attendance by all directors; director equity held until retirement enhances alignment; anti‑hedging/pledging and robust clawback policies enhance investor protection.
- Compensation structure: Median‑targeted director pay with mix of cash retainer plus annual RSUs; no performance‑conditioned awards for directors, reducing risk of short‑termism.
- Interlock/Conflicts: Brady’s executive role at KeyCorp and Cutler’s Lead Director role at KeyCorp represent a notable interlock; DuPont’s Related Person Transaction policy requires review of any transactions and recent reviews found amounts immaterial and ordinary course; committees are independent, mitigating conflict risk.
- Attendance/engagement: Board and committees met frequently in 2024 with all incumbents above the 75% attendance threshold; non‑employee directors held nine executive sessions, supporting independent oversight.
RED FLAGS to monitor: the KeyCorp affiliation interlock (information flow/conflict optics); ongoing surveillance of any DuPont–KeyCorp transactions under the related‑party policy, though amounts were reviewed and not considered material.