Eleuthère du Pont
Director at DD
Board
About Eleuthère I. du Pont
Eleuthère I. du Pont, age 58, is an independent director of DuPont de Nemours, Inc. and has served on the DuPont board since 2019; he currently sits on the Audit and Nomination & Governance Committees. He is President of the Longwood Foundation (since 2008) and previously held senior operating and finance roles at drugstore.com and Wawa, Inc., bringing governance, finance, IT, operations, and supply chain expertise to the board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Longwood Foundation | President | 2008–present | Leads philanthropic foundation; governance/oversight experience |
| drugstore.com | SVP, Operations & CFO | 2007–2008 | Finance and operational leadership |
| Wawa, Inc. | President & CFO | Not disclosed (prior to 2007–2008) | Led safety, supply chain, and operations |
| E. I. du Pont de Nemours (EID) | Director | 2006–2017 | Board service at legacy company |
| DowDuPont | Specialty Products Advisory Committee; ex-officio Board Member | Sep 2017–Jun 2019 | Advisory committee member; board-level exposure |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| WSFS Financial Corporation | Director | 2013–present | Banking and financial services governance; “Other Current Public Boards: 1” for DuPont profile |
Board Governance
- Independence: The board determined all nominees other than Mr. Breen and Ms. Koch are independent; all standing committees are composed of independent directors. Mr. du Pont is independent .
- Committee Assignments: Audit; Nomination & Governance (no chair roles) .
- Attendance and engagement: In 2024, the board held 12 meetings and committees held 24; all incumbent directors attended >75% of combined board and committee meetings, and all directors nominated attended the 2024 Annual Meeting .
- Lead Independent Director: Alexander M. Cutler serves as Lead Director with defined responsibilities for independent oversight and stockholder engagement .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Cash Retainer | $130,000 | Paid quarterly to non-employee directors |
| Committee Chair Fees | $0 | Not a committee chair; chair fees: Audit $35,000, Compensation $25,000, other committees $20,000 |
| Lead Director Fees | $0 | Applicable only to Lead Director ($50,000) |
| All Other Compensation | $12,467 | Accidental death/disability premiums and accruals from legacy EID directors’ charitable gift plan |
| Total Cash/Other | $142,467 | Sum of cash retainer and other compensation |
Performance Compensation
| Equity Component | Grant/Status | Value/Shares | Vesting/Terms |
|---|---|---|---|
| Annual Equity Retainer (RSUs) | Granted June 5, 2024 | $170,028 grant-date fair value; 2,109 RSUs awarded to all non-employee directors | Directors generally required to hold awards until retirement/termination; transfer limited |
| Outstanding Stock Awards | As of Dec 31, 2024 | 24,497 RSUs/stock awards outstanding | Held until retirement under ownership guidelines |
| Initial Stock Grant | Upon first board meeting | 1,000 shares (immediately vested; minimum 55% held until leaving board) | Holding requirement applies |
| Performance Metrics | None for directors | N/A | DuPont does not use performance-conditioned equity for directors; RSUs are time-based with holding requirements |
Other Directorships & Interlocks
| Company | Nature | Details |
|---|---|---|
| WSFS Financial Corporation | Current public company directorship | Director since 2013 |
| Related-party transactions | Policy and immaterial amounts | Board reviewed ordinary-course transactions involving companies where directors/execs or family members are employed; amounts < $1,000,000 or <2% of purchaser/seller revenues; immaterial and ordinary course |
Expertise & Qualifications
- Corporate governance, accounting, finance, HR, IT, investment management, investor relations, procurement, safety, supply chain, and operations; perspective from prior President/CFO roles and foundation leadership .
- Committee service on Audit and Nomination & Governance indicates focus on financial reporting integrity, independence, ethics, compliance, and board effectiveness .
Equity Ownership
| Holder | Shares Beneficially Owned (Current) | Rights to Acquire by 5/13/2025 | Total Beneficial | % Outstanding |
|---|---|---|---|---|
| Eleuthère I. du Pont | 1,920 | 33,471 | 35,391 | * (<1%) |
- Stock ownership guidelines: Non-employee directors are generally required to hold all equity awards until retirement; directors may defer cash fees into stock units held until retirement .
- Anti-hedging/pledging: Directors are prohibited from hedging and pledging DuPont securities; margin accounts and collateral pledges are not permitted .
Governance Assessment
- Alignment and independence: Independent director with governance-heavy committee assignments (Audit; Nomination & Governance) and consistent engagement record; supports board effectiveness and oversight of ethics, independence, and financial reporting .
- Compensation structure quality: Director pay is balanced (cash retainer plus RSUs) with a strong holding requirement until retirement; no options and no performance-conditioned equity for directors, reducing risk of short-termism while maintaining skin-in-the-game through long-duration RSUs .
- Ownership and incentives: Beneficial ownership totals 35,391 shares (including rights to acquire), representing <1% of outstanding shares; alignment is supported by mandatory holding policies though absolute ownership is modest, typical for large-cap boards .
- Conflicts and red flags: No disclosed related-party transactions specific to Mr. du Pont; company-level related-party transactions reviewed and immaterial; hedging/pledging prohibited. Legacy charitable gift plan accruals exist for certain former EID directors (including Mr. du Pont), but the program is unfunded, provides no personal financial/tax benefit, and donations accrue solely to DuPont—low governance risk . No Section 16(a) reporting issues attributed to Mr. du Pont; the company reported two late filings by executives unrelated to him .
- Shareholder signals: 2024 Say-on-Pay support at ~82.6% indicates acceptable investor sentiment on compensation governance; directors’ compensation benchmarking targets the median of a multi-industrial peer group (same peer set used for executives), which limits pay inflation risk .
Overall, Eleuthère I. du Pont presents as a financially and operationally experienced independent director with strong committee placements, high engagement, and standard, well-aligned director compensation and ownership practices. No material conflicts or governance red flags are disclosed specific to him, and policy frameworks (anti-hedging/pledging, related-party review, holding requirements) support investor confidence .