Damon Audia
EASTMAN CHEMICALAbout Damon Audia
Independent director appointed to Eastman Chemical Company’s Board on June 27, 2025; currently serves on the Audit, Finance, and Environmental, Safety & Sustainability Committees. Audia is Senior Vice President and Chief Financial Officer of AGCO Corporation and brings deep finance and strategy experience across industrials, including prior senior roles at Kennametal, Carpenter Technology, Goodyear, and earlier career at Delphi and General Motors; holds an MBA from Carnegie Mellon University and a bachelor’s degree from the University of Michigan . The company reported no arrangements, family relationships, or related-party transactions with Audia under Item 404(a), supporting independence .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| AGCO Corporation (NYSE: AGCO) | Senior Vice President & Chief Financial Officer | Since 2022 (disclosed) | Global finance leadership for precision ag technology company |
| Kennametal Inc. | Senior financial leadership roles | Not disclosed | Industrial manufacturing finance experience |
| Carpenter Technology Corporation | Senior financial leadership roles | Not disclosed | Specialty materials finance experience |
| The Goodyear Tire & Rubber Company | Senior financial leadership roles | Not disclosed | Automotive/industrial finance experience |
| Delphi Corporation; General Motors | Early career | Not disclosed | Automotive domain exposure |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| AGCO Corporation | Senior Vice President & CFO | Since 2022 | Public company officer; no Eastman related-party transactions reported |
Board Governance
- Committee assignments: Audit; Finance; Environmental, Safety & Sustainability (ESS) .
- Independence: Board/NYSE standards; company disclosed no Item 404(a) transactions or family relationships for Audia; standard heightened independence applies to Audit/Compensation/NCG committees for non-employee directors .
- Board practices: Executive sessions at each Board meeting led by the Lead Director; robust risk oversight; director education and facility visits (e.g., Kingsport methanolysis plant) .
- Committee context (2024 activity for workload reference): Audit met 9x; Finance 4x; ESS 2x .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | $125,000 | Increased for 2024 program; applies to 2025 non-employee directors . Audia will receive compensation consistent with this program . |
| Annual restricted stock award | $120,000 (grant-date fair value) | Vests at next annual meeting; majority of director comp in equity/equity equivalents . |
| Automatic deferral into phantom stock | $60,000 of annual cash retainer | Into Directors’ Deferred Compensation Plan (DDCP) . |
| One-time restricted stock (initial election) | $10,000 | Granted upon initial election; company program term (actual grant timing for Audia not disclosed) . |
| Event fee (per event) | $1,500 | Director training, interviews, investor meetings, etc. . |
| Committee chair retainers | $15,000–$25,000 | Audit ($25k), CMD ($20k), NCG ($15k), Finance ($15k), ESS ($15k); Audia is not disclosed as chair . |
| Meeting fees | None | No per-meeting fees . |
Director compensation policies: 5x annual retainer stock ownership guideline; no hedging/pledging; strong alignment emphasis .
Performance Compensation
| Element | Status | Details |
|---|---|---|
| Performance share units (PSUs) | Not granted to directors | Company does not grant performance units or stock options to directors . |
| Options | Not granted to directors | Per director program . |
Other Directorships & Interlocks
- Public company directorships: None disclosed for Audia; current role is public-company CFO (AGCO) .
- Interlocks/conflicts: Company disclosed no arrangements or transactions requiring Item 404(a) disclosure for Audia; no family relationships; reduces conflict risk .
Expertise & Qualifications
- Finance and strategic acumen; cross-industry experience (automotive, industrials, agriculture); executive leadership .
- Committee-relevant skills: financial oversight (Audit), capital structure/corporate transactions (Finance), sustainability oversight (ESS) .
- Education: MBA (Carnegie Mellon), bachelor’s degree (University of Michigan) .
Equity Ownership
- Director stock ownership guideline: 5x annual retainer for non-employee directors; DDCP allows deferral of equity and cash; no hedging/pledging allowed .
- Beneficial ownership and Form 4 activity: Not disclosed in company documents for Audia to-date; attempted insider-trades retrieval returned authorization error; no company-reported related-party holdings or transactions for Audia .
Governance Assessment
- Positives: Independent appointment with explicit disclosure of no related-party transactions/family ties ; committee placement on Audit and Finance aligns with CFO background and strengthens financial oversight; equity-based retainer and 5x ownership guideline support alignment .
- Watch items: Concurrent CFO role at AGCO may constrain time; ESS oversight adds sustainability duties—monitor attendance and engagement once disclosed; confirm one-time initial equity grant execution and ownership accumulation toward guideline over time .
- Context: Board emphasizes executive sessions, risk oversight, and director education; 2024 say-on-pay support decreased to ~75.4%, prompting program changes—indicates active investor engagement and compensation governance scrutiny (though focused on executives) .
Overall signal: Appointment strengthens financial oversight; independence and lack of related-party exposure support investor confidence; monitor early tenure engagement and ownership progress as filings become available .