Julie Holder
About Julie F. Holder
Julie F. Holder, age 72, has served on Eastman Chemical Company’s Board since November 2011. She is an independent director and currently chairs the Nominating and Corporate Governance Committee, with prior senior leadership at The Dow Chemical Company and as CEO of JFH Insights LLC. Holder’s core credentials include human capital, governance, international sales and marketing, chemicals industry expertise, and sustainability, and she holds a Diligent Climate Leadership Certification .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Dow Chemical Company | Senior Vice President, Chief Marketing, Sales & Reputation Officer; U.S. Area Executive Oversight | 2007–2009 | International sales/marketing leadership; corporate management across chemicals |
| The Dow Chemical Company | Vice President, HR, Public Affairs & Diversity & Inclusion; Latin America Executive Oversight | 2006–2007 | Human capital strategy; regional leadership |
| The Dow Chemical Company | Various roles of increasing seniority | 1975–2006 | Broad chemicals industry experience |
| JFH Insights LLC | Chief Executive Officer (leadership coaching, inclusive culture) | 2009–present | Executive education and leadership development |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| W.R. Grace & Co. | Director | 2016–2021 | Company acquired; no longer public |
| Other public boards | None | — | Current public company boards: none |
| Certifications | Diligent Climate Leadership Certification | — | Director continuing education |
Board Governance
| Attribute | Details |
|---|---|
| Independence | Non-employee director; Board determined all non-employee directors (including Holder) meet NYSE/SEC independence and heightened standards for Audit, Compensation, and NCG Committees |
| Committees | Compensation & Management Development; Environmental, Safety & Sustainability; Finance; Nominating & Corporate Governance (Chair) |
| Committee Meetings (2024) | Compensation & Management Development: 6 ; Nominating & Corporate Governance: 4 ; Environmental, Safety & Sustainability: 2 ; Finance: 4 |
| Attendance | Board (6) and Committee (25) meetings in 2024; director nominees averaged 100% attendance; each director nominee attended 100% of Board and assigned committee meetings |
| Executive Sessions | Executive sessions at each Board meeting led by the Lead Director without management present |
Fixed Compensation
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | 140,000 | Includes $125,000 annual retainer and $15,000 NCG Chair retainer |
| Stock Awards (grant date fair value) | 120,092 | Annual restricted stock grant; one-year vest |
| All Other Compensation | 60,000 | Automatic deferral into Director phantom stock account (DDCP) |
| Total | 320,092 | Sum of components above |
Program features:
- No meeting fees; “event” fees $1,500 per event (training, candidate interviews, investor meetings), not shown for Holder in 2024 .
- Annual restricted stock grant $120,000; one-time $10,000 grant at initial election (historical) .
- Annual retainer increased to $125,000 (from $120,000) in 2024; equity increased to $120,000 (from $110,000) .
Performance Compensation
| Item | Status |
|---|---|
| Performance Units (PSUs) | Not granted to directors |
| Stock Options | Not granted to directors |
| Performance Metrics | Not applicable to director pay |
Other Directorships & Interlocks
| Topic | Details |
|---|---|
| Compensation Committee Interlocks | None in 2024; no member was an officer/employee of EMN; no cross-committee interlocks with other companies’ executives |
| Shared directorships (competitors/suppliers/customers) | Not disclosed for Holder; no related party transactions involving directors deemed material |
| Current public company boards | None |
| Prior public company boards | W.R. Grace & Co. (2016–2021) |
Expertise & Qualifications
- Human capital/talent management; governance and regulatory; chemicals industry; sustainability/environment; executive leadership .
- International markets experience and corporate management from Dow tenure .
- Diligent Climate Leadership Certification (continuing education) .
Equity Ownership
| Measure | Value | Notes |
|---|---|---|
| Beneficial Ownership (12/31/2024) | 14,518 shares | Includes 1,252 restricted shares with voting rights |
| Restricted Shares Held (12/31/2024) | 1,252 shares | Annual board grant; one-year vest |
| Shares & Common Stock Units Owned (for guideline tracking, 3/3/2025) | 27,446 | Includes DDCP stock units counted for guideline compliance |
| Ownership as % of shares outstanding | Less than 1% | Company states directors other than CEO own <1%; 115,459,908 shares outstanding (record date 3/10/2025) |
| Ownership Guidelines | 5x annual director retainer; all directors/NEOs have met or are on schedule | |
| Hedging/Pledging | Prohibited for directors/executives/employees |
Governance Assessment
- Strengths:
- Independent director with 100% attendance and multi-committee engagement (Compensation, ESG, Finance) and Chair of NCG, directly influencing board refreshment, evaluations, and director compensation .
- No compensation interlocks or related-party transactions; adherence to strong stock ownership guidelines and prohibitions on hedging/pledging support alignment .
- Governance processes emphasize executive sessions, board/committee evaluations, and stockholder engagement; 2024 outreach covered compensation, governance, composition, sustainability .
- Watch items:
- Board maintains combined CEO/Chair structure; stockholder proposal seeks separation; as NCG Chair, Holder is influential in governance structure—ongoing debate is a governance signal for investors to monitor .
- 2024 Say-on-Pay support at ~75.4% (down from ~91.8% in 2023); Board/Compensation Committee responded with program changes—indicates sensitivity to investor feedback .
- Conclusion: Holder’s independence, committee leadership, attendance, and ownership alignment support board effectiveness. No material conflicts or related-party exposures are disclosed; continued oversight of leadership structure and pay responsiveness remains pertinent to investor confidence .