Eric C. Salzman

About Eric C. Salzman

Eric C. Salzman, age 58, has served as an independent director of Leonardo DRS, Inc. since 2022. He sits on the Audit Committee and the Nominating and Corporate Governance Committee and is designated by the Board as an “audit committee financial expert.” His background spans CEO and director roles at technology companies and prior senior capital markets experience, providing deep financial literacy, M&A, and governance credentials relevant to DRS’s oversight needs .

Past Roles

External Roles

Board Governance

• Committee assignments: Audit Committee (member); Nominating & Corporate Governance Committee (member). Audit chaired by Mary Gallagher; Nominating chaired by Kenneth Krieg .
• Independence: Board determined all directors except the CEO/Chair (Mr. Lynn) are independent under Nasdaq rules; Audit and Compensation Committees fully independent .
• Attendance and engagement: Board met 9 times in FY2024; all directors attended ≥90% of Board and committee meetings; Audit met 8x, Compensation 5x, Nominating 4x, Government Security 4x in FY2024 .
• Audit financial expert: Salzman designated an “audit committee financial expert”; Audit members financially literate per Nasdaq .
• Controlled company: DRS is a Nasdaq “controlled company” (Leonardo S.p.A. majority holder) but opts for majority-independent board and fully independent Nominating and Compensation Committees .
• Overboarding policy and evaluations: Annual Board/committee self-evaluations and director overboarding guidelines; independent director executive sessions conducted regularly .

Fixed Compensation

Performance Compensation

• Directors do not receive performance-based equity or options; annual director RSUs vest on the one-year anniversary of grant, generally subject to continued service; no meeting fees or option grants reported for directors .

Other Directorships & Interlocks

Related-party transactions oversight resides with the Nominating Committee per RPT policy; certain ordinary-course transactions with the controlling shareholder (Leonardo S.p.A./US Holding) are preapproved and ratified. No Salzman-specific RPTs are disclosed .

Expertise & Qualifications

Equity Ownership

Governance Assessment

• Strengths

  • Independent director with Audit Committee financial expert designation; Audit and Compensation Committees fully independent despite controlled-company status—supports robust oversight of financial reporting and pay practices .
  • Strong attendance culture (≥90% for all directors; Salzman on two core committees with active cadence), formal annual evaluations, and overboarding policy—signals engagement and process discipline .
  • Clawback policy aligned to SEC/Nasdaq rules (three-year lookback, no-fault recovery), and ban on hedging/pledging—positive alignment with shareholder interests .
  • Director pay structure balanced (cash + one-year RSUs) with increased stock ownership requirements (5x retainer in 2025)—enhances alignment and accountability .

• Watch items / potential conflicts

  • Concurrent CEO role at Movella may increase time-commitment risk; DRS mitigates via overboarding policy and annual evaluations; no Salzman-specific related-party transactions disclosed .
  • Controlled company governance driven by Proxy Agreement and Government Security Committee requirements; while committees are independent, investors should monitor independence robustness given majority control by Leonardo S.p.A. .

• Shareholder sentiment

  • Say-on-pay support ~98% at the 2024 annual meeting—indicates broad investor confidence in compensation governance (though focused on executives, it reflects board oversight quality) .