Madeleine Barber
About Madeleine Barber
Madeleine G. Barber (62) is DuPont’s Vice President of Tax, Controller, and Chief Accounting Officer (principal accounting officer), appointed effective with the Electronics separation on November 1, 2025; she joined DuPont in June 2024 to lead program management for the Electronics and Aramids separations and has signed multiple Company 8‑Ks as principal accounting officer . Prior roles include senior finance leadership at CBRE (Deputy CFO, Chief Accounting & Tax Officer and Treasurer), Chief Tax Officer at Tyco International, and partnership roles at KPMG and Arthur Andersen; she also serves as an Adjunct Professor of Law (Graduate Tax) at Villanova (since March 2023) . Company performance context during her tenure: FY 2024 net sales were $12.4B with Operating EBITDA of $3.14B and adjusted EPS of $4.07, and in Q3 2025 DuPont reported net sales of $3.1B, operating EBITDA of $840M, GAAP EPS of $0.70, adjusted EPS of $1.09, and raised FY 2025 earnings guidance for “new DuPont” .
Company performance snapshot:
| Metric | FY 2024 | Q3 2025 |
|---|---|---|
| Net Sales | $12.4B | $3.1B |
| Operating EBITDA | $3.14B | $840M |
| GAAP EPS (cont. ops) | $1.77 | $0.70 |
| Adjusted EPS | $4.07 | $1.09 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| DuPont de Nemours, Inc. | Project Management Leader for Electronics and Aramids separations (initially contractor, then employee) | 2024–2025 | Led program management for two major separations that reshaped portfolio and reporting structures . |
| CBRE Group, Inc. | Deputy CFO; Chief Accounting & Tax Officer and Treasurer; Chief Tax & Treasury Officer; Chief Tax Officer | 2016–2022 | Oversaw enterprise accounting/tax/treasury functions at a Fortune 500 real estate services firm . |
| Tyco International plc | Senior Vice President and Chief Tax Officer | 2004–2016 | Led global tax strategy and compliance for a multi‑industrial with complex portfolio activity . |
| KPMG; Arthur Andersen | Partner (Tax) | ~16 years (pre‑2004) | Served multinational clients across industries in senior advisory capacity . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Villanova University Charles Widger School of Law (Graduate Tax Program) | Adjunct Professor of Law | 2023–present | Brings deep technical tax expertise; contributes to professional education . |
Fixed Compensation
- DuPont’s November 3, 2025 8‑K disclosed Ms. Barber’s appointment as Vice President of Tax, Controller and Chief Accounting Officer but did not include specific compensation terms (base salary/bonus targets) for her role .
Performance Compensation
Executive officer incentives at DuPont are governed by uniform programs for senior leadership; while individual award values are not disclosed for Ms. Barber, the performance architecture and metrics are disclosed below.
Short‑Term Incentive Program (STIP) design (annual payout, measured quarterly in 2024):
| Metric | Weighting | Target/Measurement | Vesting/Notes |
|---|---|---|---|
| Corporate Adjusted EPS | 50% | Quarterly targets; threshold 85%, max 115% of target | Annual payout based on aggregate quarterly results plus a Sustainability Modifier (±10%) . |
| Segment Organic Revenue | 20% | Quarterly targets; threshold 90%, max 110% | Same annual payout construct as above . |
| Segment Operating EBITDA | 15% | Quarterly targets; threshold 80%, max 115% | Same annual payout construct as above . |
| Segment Adjusted Free Cash Flow | 15% | Quarterly targets; threshold 80%, max 120% | Same annual payout construct as above . |
| Sustainability Modifier | ±10% | Based on progress on “Innovate/Protect/Empower” pillars | Applied holistically; 2024 applied +4% company‑wide . |
Long‑Term Incentive (LTI) design (executives):
| Instrument | Weighting | Performance Metrics | Measurement/Vesting |
|---|---|---|---|
| Performance Share Units (PSUs) | 60% | Adjusted ROIC (50%), Adjusted Corporate Net Income (50%); Relative TSR vs S&P 500 as ±25% modifier | 3‑year performance period; PSU payout 0–200%, then TSR modifier; capped at 200% . |
| Restricted Stock Units (RSUs) | 40% | Time‑based | 3‑year ratable vesting; supports retention and ownership . |
Compensation governance practices include: no single‑trigger change‑in‑control agreements or excise tax gross‑ups; no option repricing/exchange without shareholder approval; robust clawback policy (Dodd‑Frank compliant and misconduct‑based) .
Equity Ownership & Alignment
- Stock ownership guidelines: CEO 6x salary; other executive officers 3x salary; until compliant, executives must retain 75% of net shares from vesting/exercise; PSUs/Options excluded from guideline calculation .
- Anti‑hedging and anti‑pledging: directors and officers are prohibited from hedging or pledging DuPont securities (mitigates misalignment and forced‑sale risk) .
- Beneficial ownership: Ms. Barber was not listed in the FY 2024 beneficial ownership table (she became an executive officer after the proxy record date); the table covers directors/NEOs and >5% holders as of March 14, 2025 .
- Related‑party transactions: the November 3, 2025 8‑K states Ms. Barber had no transactions requiring disclosure under Item 404(a) and no arrangements/understandings regarding her appointment .
Employment Terms
- Appointment and role: Appointed Vice President of Tax, Controller and Chief Accounting Officer effective upon completion of the Electronics separation on November 1, 2025; prior principal accounting officer resigned in connection with separation .
- Agreements around separation: The November 1, 2025 Employee Matters Agreement governing the Electronics separation sets enterprise‑wide treatment of pay/benefits/equity. It provides 12 months of pay/benefit protection for transferred employees, quarterly/annual cash incentive handling, and detailed equity award conversion between ElectronicsCo and RemainCo with continued vesting schedules (including conversion of PSUs to service‑based where applicable) as of the Distribution Date .
- Signatory authority: Ms. Barber signed 8‑K filings as principal accounting officer on November 3 and November 6, 2025 .
- Clawback/Policies: DuPont maintains a robust clawback policy (expanded in 2023 to align with NYSE/Dodd‑Frank) and prohibits hedging/pledging by officers .
- Stockholder oversight: 2024 Say‑on‑Pay support was ~82.6%, signaling shareholder acceptance of the program design underpinning executive incentives .
Investment Implications
- Pay‑for‑performance alignment: Executive incentives are tied to Adjusted EPS, ROIC, corporate net income, cash flow, and sustainability progress, which should focus senior finance leadership (including the CAO) on earnings quality, capital discipline, and cash conversion; PSUs represent the majority of LTI value with a three‑year horizon and TSR modifier .
- Retention and selling pressure: Anti‑pledging/anti‑hedging policies reduce potential alignment risks and forced‑sale overhang; RSU time‑vesting and separation‑related equity conversions support continuity through portfolio transitions, lowering near‑term insider selling pressure from vesting events tied to the spin structure .
- Execution track record and role criticality: Barber’s project leadership on the Electronics and Aramids separations, followed by elevation to principal accounting officer, aligns her remit with DuPont’s active portfolio repositioning and the “new DuPont” financial framework; Q3 2025 results and raised guidance provide a constructive backdrop for earnings quality and controls stewardship under her watch .
- Disclosure gaps: