Gregory Page
Eaton CorpAbout Gregory R. Page
Gregory R. Page is Eaton’s Lead Director and a long-tenured independent director serving since 2003; he is age 73 and is planned to become Non‑Executive Chair effective June 1, 2025, subject to his re‑election at the 2025 AGM . Page is the retired Chairman and CEO of Cargill and brings extensive global leadership, commodity market knowledge, and oversight experience, with current board roles at 3M and Deere and serving as Non‑Executive Chair of Corteva .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cargill | Corporate VP & Sector President, Financial Markets and Red Meat Group | 1998 | Senior leadership in financial markets and red meat group |
| Cargill | Corporate EVP, Financial Markets and Red Meat Group | 1999 | Expanded executive scope across finance and operations |
| Cargill | President & COO | 2000 | Enterprise-wide operating leadership |
| Cargill | Chairman & CEO | 2007 | Led one of the largest global corporations |
| Cargill | Executive Chairman | 2013 | Governance oversight post-CEO tenure |
| Cargill | Executive Director | 2015–2016 | Board service prior to retirement from Cargill Board |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| Corteva, Inc. | Non‑Executive Chair | Current | Board leadership at large ag‑chem company |
| 3M Company | Director | Current | Industrial/technology conglomerate |
| Deere & Company | Director | Current | Global agricultural and construction equipment leader |
| Northern Star Council, Boy Scouts of America | Past President; Board Member | Ongoing | Non‑profit governance |
| Alight (fka American Refugee Committee) | Board Member | Ongoing | Non‑profit governance |
Board Governance
- Independent status: The Board determined all non‑employee directors, including Page, are independent under NYSE standards; Audit/Committee independence standards also satisfied .
- Leadership: Lead Director since 2022 with responsibilities spanning agenda approval, executive sessions, liaison role, and shareholder communication; expected transition to Non‑Executive Chair on June 1, 2025 .
- Committees and engagement:
- Compensation & Organization Committee: Member; met 4 times in 2024 .
- Governance Committee: Member; met 4 times in 2024 .
- Executive Committee: Member; did not meet in 2024 .
- Not on Audit, Finance, or Innovation & Technology Committees (membership lists exclude Page) .
- Attendance: Board held 5 meetings in 2024; each director attended at least 75% of Board/committee meetings, with average attendance of 98.7%; all directors at that time attended the 2024 AGM .
Fixed Compensation
| Component | 2024 | Notes |
|---|---|---|
| Annual cash retainer | $150,000 | Standard cash retainer for non‑employee directors |
| Lead Director cash retainer | $40,000 | Additional fee for Lead Director |
| Committee chair fees (policy) | $30,000 (Audit); $30,000 (Comp & Org); $20,000 (Finance); $20,000 (Governance); $20,000 (Innovation & Technology) | Page is not a committee chair |
| Audit Committee member fee (policy) | $15,000 | Page is not an Audit Committee member |
| Fees earned in cash (actual) | $190,000 | Reflects $150k base + $40k Lead Director |
| RSU grant (grant date/fair value) | May 3, 2024; $173,070 | Annual director RSU grant; RSUs receive dividend equivalents |
| RSU units granted (annual) | 540 units | Based on 30‑day average price; rounded to nearest five shares |
| Unvested stock awards held (12/31/2024) | 33,013 | As of year‑end |
| All Other Compensation (2024) | $38,725 | Includes group term life contributions and dividends on pre‑2013 unvested awards |
| Total 2024 Director Compensation | $401,795 | Sum of cash, stock awards, and other compensation |
| Non‑employee director pay limit (policy) | $750,000; $1,500,000 for Non‑Executive Chair | Annual cap on cash + grant date fair value |
Performance Compensation
| Performance‑Based Elements | 2024 | Metrics/Notes |
|---|---|---|
| Non‑employee director incentive plans | None | Directors do not receive bonuses or participate in company incentive plans |
| Director equity vesting terms | Time‑based RSUs | RSUs vest over time; dividend equivalents reinvested |
Other Directorships & Interlocks
- Current public company boards: 3M; Deere; Non‑Executive Chair of Corteva .
- Potential interlocks/conflicts: Governance Committee annually reviews related person transactions; none disclosed for Page since the beginning of 2024 (only immaterial transactions noted for companies associated with other directors) .
- Independence reaffirmed: After review of circumstances, Board concluded all non‑employee directors are independent; Page’s independence confirmed .
Expertise & Qualifications
- Senior leadership experience as Chairman/CEO of Cargill; expertise in commodity markets, financial systems/processes, global dynamics, succession management, and sustainable practices; provides valuable insight on financial, operational, and strategic matters .
- Lead Director capabilities: Chairs executive sessions; sets agendas/schedules; approves board information; liaises with management; engages shareholders; can retain outside advisors .
Equity Ownership
| Item | Amount | As Of | Notes |
|---|---|---|---|
| Shares beneficially owned | 43,203 | Feb 1, 2025 | Sole voting/investment power unless noted |
| Deferred share units | 14,529 | Feb 1, 2025 | Under director deferral plans |
| Total shares + DSUs | 57,732 | Feb 1, 2025 | Less than 1% of class |
| Unvested stock awards | 33,013 | Dec 31, 2024 | Director RSUs outstanding |
| Director holding requirement (policy) | 5× annual cash retainer | Policy | Sales restricted until minimum met; must maintain level |
| Anti‑hedging/pledging (policy) | Prohibited | Policy | Alignment with shareholders |
Governance Assessment
- Strengths: Long tenure (since 2003) and planned elevation to Non‑Executive Chair signal continuity; independent Lead Director with strong governance responsibilities; active participation on Compensation & Organization and Governance Committees; high overall Board attendance; robust director ownership/holding requirements and anti‑hedging/pledging policies .
- Compensation alignment: Balanced mix of cash and time‑based RSUs; defined pay caps; no director incentives linked to operational metrics, reducing short‑term bias risk .
- Conflicts and related‑party exposure: No related‑party transactions disclosed for Page; Board’s annual review process and categorical independence standards mitigate conflict risk .
- Shareholder signals: All 12 director nominees elected at 2025 AGM; advisory say‑on‑pay support of 92.2% in 2024 indicates broad investor confidence in compensation governance (executive program context) .
- RED FLAGS: None disclosed for Page—no Section 16(a) late filings reported for him; pledging prohibited; no repricing of equity awards; no director incentive plans that could distort oversight focus .