Mary Puma
ENTEGRISAbout Mary Puma
Independent director at Entegris (ENTG); age 67; joined the Board in September 2024. Former President & CEO of Axcelis Technologies with >20 years as a public-company CEO; currently serves on multiple technology and semiconductor boards and chairs SEMI. Education: Tufts University (B.A.) and MIT Sloan School of Management (M.S.). Board tenure at ENTG since 2024 with Audit & Finance Committee membership; Board determined she is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Axcelis Technologies, Inc. | President & Chief Operating Officer | May 2000–Jan 2002 | Led operations prior to CEO appointment . |
| Axcelis Technologies, Inc. | President & Chief Executive Officer | Jan 2002–May 2023 | >20 years CEO; strategic and operational leadership of semiconductor equipment supplier . |
| Eaton Corporation | Management roles | 1996–2000 | Technology/manufacturing management experience . |
| General Electric Company | Marketing & general management positions | ~15 years prior to 1996 | Global commercial and general management foundations . |
| SEMI (industry association) | Chairperson of the Board | Since Dec 2022 | Industry stewardship; insights across global electronics supply chain . |
External Roles
| Organization | Role | Start | Notes |
|---|---|---|---|
| Penguin Solutions, Inc. | Director | Jul 2023 | Technology/solutions; public board per ENTG proxy . |
| Ciena Corporation | Director | Aug 2023 | Network technology; public board . |
| Allegro Microsystems, Inc. | Director | Oct 2023 | Semiconductor; public board . |
| SEMI | Chairperson | Dec 2022 | Global industry association chair . |
Independence and interlocks: ENTG’s Board has determined Puma is independent; no Item 404 related-party transactions disclosed upon appointment; ENTG policy prohibits transactions ≥$60,000 with directors/related persons, and none occurred since Jan 1, 2024 .
Board Governance
| Item | Detail |
|---|---|
| Committee assignments | Audit & Finance Committee member (AFC) . |
| Committee qualifications | All AFC members, including Puma, designated “audit committee financial experts” under SEC rules . |
| Independence status | Board determined Puma is independent under Nasdaq rules . |
| 2024 meetings | Board: 6; AFC: 5; MDCC: 5; GNC: 2; EHSSC: 2 . |
| Attendance | Each director attended at least 75% of Board and applicable committee meetings for the period served in 2024 . |
| Executive sessions | Held at each regularly scheduled Board meeting; Lead Independent Director role in place to enhance independent oversight . |
Fixed Compensation (Director)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (non‑employee directors) | $105,000 | Paid quarterly in advance, June–May service period . |
| Chair fees (if applicable) | AFC Chair $20,000; MDCC Chair $15,000; GNC Chair $10,000; EHSSC Chair $10,000; Lead Independent Director $35,000 | Puma is not a chair; no additional chair fees . |
| Puma 2024 cash fees | $51,346 | Prorated upon Sept 2024 appointment . |
Performance Compensation (Director)
| Type | Grant detail | Vesting/Restrictions | 2024 Amount |
|---|---|---|---|
| RSUs (annual director grant) | $210,000 RSUs, valued at Annual Meeting date | Restrictions lapse on earlier of next Annual Meeting or first anniversary; annual program for all non-employee directors . | |
| RSUs (Puma appointment grant) | 1,207 RSUs granted Sept 5, 2024 | Restrictions lapse at earlier of 2025 Annual Meeting or one-year anniversary | Grant-date value $132,975; outstanding unvested RSUs: 1,207 . |
No stock options or PSU-based performance awards are granted to non-employee directors; director equity is time-based RSUs aligned to service terms .
Other Directorships & Interlocks
| Company | Sector Overlap with ENTG | Potential Considerations |
|---|---|---|
| Allegro Microsystems, Inc. | Semiconductor | Industry knowledge and network benefits; ENTG policy and AFC oversight mitigate related-party risks; no related-party transactions disclosed . |
| Ciena Corporation | Communications tech | Board governance and technology operations experience; independence affirmed . |
| Penguin Solutions, Inc. | Technology | Additional board workload noted; attendance standards and executive sessions help ensure effectiveness . |
| SEMI (Chair) | Industry association | Strategic industry insights; enhances board’s view of supply chain dynamics . |
Expertise & Qualifications
- Public-company CEO experience in semiconductor equipment; strategic and operational leadership at Axcelis .
- Governance, business planning, and international market proficiency; insight into supplier roles in the semiconductor ecosystem .
- Education: Tufts University (B.A.) and MIT Sloan (M.S.) .
- AFC “financial expert” designation (committee-wide) underscores finance and disclosure competency .
Equity Ownership
| Metric | Amount/Status |
|---|---|
| Total beneficial ownership (as of Mar 7, 2025) | 1,207 shares; under 1% of class . |
| Vested vs. unvested | Outstanding unvested RSUs: 1,207 (appointment grant) . |
| Options | None disclosed for directors . |
| Shares pledged/hedged | Prohibited for directors under Insider Trading Policy (hedging, pledging, short sales) . |
| Stock ownership guidelines (directors) | 5x annual cash retainer; compliance measured annually; all directors compliant or within 5-year grace window as of Jan 15, 2025 (Puma within grace due to 2024 appointment) . |
Insider Transactions
| Date | Type | Security | Quantity | Notes |
|---|---|---|---|---|
| Sept 5, 2024 | Equity award | RSUs | 1,207 | Appointment grant; restrictions lapse at earlier of 2025 Annual Meeting or one-year anniversary; no Item 404 related-party transactions reported . |
The proxy and appointment 8‑K do not list additional Form 4 trades for Puma; monitor SEC Forms 3/4/5 for updates .
Governance Assessment
- Strengths: Deep semiconductor CEO background; AFC membership with “financial expert” designation; independent status; strong Board governance (majority voting, proxy access, executive sessions, stringent anti-hedging/pledging) .
- Alignment: Time-based RSUs and director ownership guidelines (5x retainer) promote alignment; Puma holds appointment RSUs and is within guideline grace period .
- Engagement/Effectiveness: Board and AFC met regularly in 2024; all directors met ≥75% attendance; Lead Independent Director structure supports independent oversight .
- Conflicts/Red Flags: No related-party transactions; hedging/pledging prohibited; no meeting-attendance red flags disclosed; multiple outside boards suggest high engagement load but protections include attendance standards and committee processes .
Summary: Puma brings high-relevance semiconductor leadership and finance/governance expertise to ENTG’s AFC. Compensation and ownership structures are conventional and alignment-focused; independence and related-party safeguards are robust, supporting investor confidence in Board effectiveness .