John Zillmer
Director at ECL
Board
About John J. Zillmer
John J. Zillmer, age 69, has served on Ecolab’s Board since 2006 and is an independent director with deep operating experience in food service, industrial services, and chemicals distribution; he is currently CEO of Aramark and Non‑Executive Chairman of CSX Corporation, bringing multi‑industry leadership and governance expertise to Ecolab’s boardroom (MBA, Northwestern University’s Kellogg School of Management) . The Board explicitly reaffirmed his nomination and capacity to serve despite external commitments, citing his 100% attendance and active engagement .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Aramark | Chief Executive Officer | Oct 2019–present | Leads large, global services workforce; operating expertise in food/facilities/uniforms |
| Aramark | Senior executive roles culminating in President, Global Food & Support Services | 1986–2005 | Large‑scale operations and talent leadership in core Ecolab end‑markets |
| Univar Inc. | President & Chief Executive Officer | 2009–2012 | Chemicals distribution leadership; strategy and risk oversight |
| Univar Inc. | Executive Chairman | 2012 | Governance and strategic oversight |
| Allied Waste Industries | Chairman & Chief Executive Officer | 2005–2008 | Turnaround/M&A leadership; large workforce management |
External Roles
| Company | Role | Tenure/Notes |
|---|---|---|
| CSX Corporation | Non‑Executive Chairman; Director | Director since 2017; Non‑Exec Chair noted by Ecolab Board in renomination discussion |
| Aramark | CEO and Director | 2019–present |
| Veritiv Corporation | Director (prior) | 2014–2020 |
| Other prior boards | Director (prior) | Performance Food Group; Reynolds American; Univar; Allied Waste (dates not all specified) |
Board Governance
- Committee assignments: Compensation & Human Capital Management; Finance .
- Committee chair roles: None (chairs identified for these committees are Eric M. Green for Compensation and Michael Larson for Finance) .
- Independence status: Independent; all members of Compensation and Finance Committees are independent under NYSE/SEC rules .
- Attendance and engagement: Attended 100% of Board and committee meetings in 2024; the Board met 6 times; Compensation and Finance Committees each met 5 times in 2024 .
- Board evaluation/renomination: Board explicitly reviewed potential “overboarding” concerns and unanimously recommended re‑election based on performance and availability .
Fixed Compensation (Non‑Employee Director – 2024)
| Component | Amount (USD) |
|---|---|
| Fees earned or paid in cash | $125,000 |
| Stock awards (deferred stock units credited quarterly) | $135,000 |
| Option awards (10‑year term; 25% vests at 3/6/9/12 months) | $60,000 |
| Additional supplemental retainers (Lead Director/Chair/Audit member) | None applicable to Zillmer (not Lead Director or Chair; not on Audit) |
| Total | $320,000 |
Notes:
- Director stock unit awards are credited to a deferred account quarterly and paid in shares after board service; dividend equivalents accrue as additional units .
- Director option awards vest in four equal quarterly tranches post‑grant; 10‑year contractual term .
Performance Compensation (Structure and Metrics)
| Element | Performance Metric | Vesting/Notes |
|---|---|---|
| Director stock units | None (time‑based; not performance‑conditioned) | Credited quarterly; paid in stock after board service; dividend equivalents in units |
| Director stock options | None (time‑based; not performance‑conditioned) | 10‑year term; 25% vests at 3/6/9/12 months after grant |
Non‑employee director compensation at Ecolab is not tied to financial or ESG performance metrics; equity is time‑vested to align directors with long‑term shareholder value .
Other Directorships & Interlocks
- Current public boards: Aramark (CEO & Director); CSX Corporation (Non‑Executive Chairman & Director) .
- Compensation committee interlocks: None; Ecolab’s Compensation & HCM Committee members (including Zillmer) had no interlocks or related‑person transactions in the last fiscal year .
Expertise & Qualifications
- CEO experience and large‑scale operating leadership across services, chemicals, and logistics; proven strategy execution and risk oversight .
- Industry knowledge in chemicals manufacturing, food service, and global hygiene—core Ecolab end‑markets .
- Public company governance across multiple boards; M&A perspective from CEO and chair roles .
- Education: MBA, Northwestern University’s Kellogg School of Management .
Equity Ownership
| Item | Amount/Status |
|---|---|
| Beneficial ownership (shares) | 60,620 shares; less than 1% of class |
| Options exercisable within 60 days | 13,699 |
| Total director options held | 15,899 |
| Deferred stock units (director plan) | 15,368 (non‑voting; paid in stock after board service) |
| Pledged or hedged shares | Prohibited by policy; directors may not pledge or hedge Ecolab stock |
| Director ownership guideline | Minimum 5× annual retainer; all directors in compliance or retaining 100% of net shares until compliant |
Governance Assessment
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Positive signals:
- 100% attendance at Board and committee meetings; Board cites high engagement and availability between meetings .
- Strong alignment and risk controls: director ownership guideline (5× retainer), no pledging or hedging, and equity paid in stock units/options to align with shareholders .
- No related‑person transactions and no compensation committee interlocks; independence affirmed under NYSE/SEC standards .
- Relevant operating and governance expertise across Ecolab’s largest end‑markets and complex labor‑intensive businesses .
-
Risk indicators and mitigants:
- Overboarding/time‑commitment risk: Simultaneous roles as Aramark CEO and CSX Non‑Executive Chairman while serving on Ecolab’s Board; the Board addressed this explicitly, citing Zillmer’s 100% attendance, responsiveness, and unanimous renomination recommendation as mitigants .
- Potential related‑party exposure: None disclosed; Governance Committee reports no related‑person transactions since 2004 .
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Committee effectiveness:
- Service on Compensation & HCM and Finance situates Zillmer at the center of pay governance, capital allocation, and deal oversight—areas material to investor confidence; both committees are fully independent .
Overall, Zillmer brings high‑relevance operating expertise and governance experience with demonstrated engagement; the principal watch‑item is his aggregate public‑company workload, which the Board reports is offset by strong attendance and active participation .