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Julie Holder

Director at EASTMAN CHEMICALEASTMAN CHEMICAL
Board

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

OrganizationRoleTenureCommittees/Impact
The Dow Chemical CompanySenior Vice President, Chief Marketing, Sales & Reputation Officer; U.S. Area Executive Oversight2007–2009International sales/marketing leadership; corporate management across chemicals
The Dow Chemical CompanyVice President, HR, Public Affairs & Diversity & Inclusion; Latin America Executive Oversight2006–2007Human capital strategy; regional leadership
The Dow Chemical CompanyVarious roles of increasing seniority1975–2006Broad chemicals industry experience
JFH Insights LLCChief Executive Officer (leadership coaching, inclusive culture)2009–presentExecutive education and leadership development

External Roles

OrganizationRoleTenureNotes
W.R. Grace & Co.Director2016–2021Company acquired; no longer public
Other public boardsNoneCurrent public company boards: none
CertificationsDiligent Climate Leadership CertificationDirector continuing education

Board Governance

AttributeDetails
IndependenceNon-employee director; Board determined all non-employee directors (including Holder) meet NYSE/SEC independence and heightened standards for Audit, Compensation, and NCG Committees
CommitteesCompensation & 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
AttendanceBoard (6) and Committee (25) meetings in 2024; director nominees averaged 100% attendance; each director nominee attended 100% of Board and assigned committee meetings
Executive SessionsExecutive sessions at each Board meeting led by the Lead Director without management present

Fixed Compensation

Component (2024)Amount ($)Notes
Fees Earned or Paid in Cash140,000Includes $125,000 annual retainer and $15,000 NCG Chair retainer
Stock Awards (grant date fair value)120,092Annual restricted stock grant; one-year vest
All Other Compensation60,000Automatic deferral into Director phantom stock account (DDCP)
Total320,092Sum 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

ItemStatus
Performance Units (PSUs)Not granted to directors
Stock OptionsNot granted to directors
Performance MetricsNot applicable to director pay

Other Directorships & Interlocks

TopicDetails
Compensation Committee InterlocksNone 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 boardsNone
Prior public company boardsW.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

MeasureValueNotes
Beneficial Ownership (12/31/2024)14,518 sharesIncludes 1,252 restricted shares with voting rights
Restricted Shares Held (12/31/2024)1,252 sharesAnnual board grant; one-year vest
Shares & Common Stock Units Owned (for guideline tracking, 3/3/2025)27,446Includes DDCP stock units counted for guideline compliance
Ownership as % of shares outstandingLess than 1%Company states directors other than CEO own <1%; 115,459,908 shares outstanding (record date 3/10/2025)
Ownership Guidelines5x annual director retainer; all directors/NEOs have met or are on schedule
Hedging/PledgingProhibited 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 .