Henry Ford III

About Henry Ford III

Henry Ford III (age 44) has served on Ford Motor Company’s Board since 2021. He is a former Ford executive (Director of Investor Relations through June 2021) and now advises early-stage companies on business plans and growth strategies. He holds a BA from Dartmouth College and an MBA from MIT Sloan, with cross-functional Ford experience spanning labor relations, purchasing, marketing and sales, corporate strategy, and investor relations .

Past Roles

Organization	Role	Tenure	Committees/Impact
Ford Motor Company	Director of Investor Relations	Until June 2021	Led global IR strategy during Ford+ transformation
Ford Motor Company	Associate Director, Corporate Strategy	Not disclosed (pre-IR)	Strategic frameworks, vehicle portfolio strategies
Ford Motor Company	Global Marketing Manager, Ford Performance	Not disclosed	Launched marketing/sales strategy for Ford GT
Ford Motor Company	Various roles (labor relations, purchasing, marketing & sales, corporate strategy)	Since joining Feb 2006	Cross-functional operating experience

External Roles

Organization	Role	Tenure	Notes
Henry Ford College	Advisory Board Member	Not disclosed	Community/education engagement
Bridging Communities	Advisory Board Member	Not disclosed	Community development
Operation Hope	Advisory Board Member	Not disclosed	Financial empowerment
Southwest Solutions	Advisory Board Member	Not disclosed	Community services
Edgewater Funds	Advisory Board Member	Not disclosed	Private equity advisory
The Henry Ford	Trustee	Not disclosed	Museum/education trustee
Ford Foundation	Trustee	Not disclosed	Philanthropic governance
Neighborhood Villages	Trustee	Not disclosed	Non-profit trustee
Ford Piquette Avenue Plant	Trustee	Not disclosed	Historic preservation

Board Governance

Committees: Finance; Sustainability, Innovation & Policy. No chair roles .
Independence: Not independent (not included among Board’s independent directors) .
Attendance: Each incumbent nominee attended at least 75% of combined Board and committee meetings in 2024; Board met 8 times; Finance met 4; Sustainability met 4 .
Annual Meeting: All then-current directors attended the prior year’s annual meeting .

Fixed Compensation

Component (2024)	Amount (USD)
Fees Earned/Paid in Cash	$100,000
Stock Awards (RSUs, grant-date fair value)	$214,991
Perquisites/Evaluation Vehicles	$42,296
Tax Reimbursement	$17,616
Life Insurance Premiums	$264
All Other Compensation	$60,177
Total	$375,168

Director fee structure: Annual Board membership fee is $315,000; chair fees: Audit $30,000, Compensation $25,000, other committees $20,000; Lead Independent Director: $50,000 .

Performance Compensation

RSU Feature (2024 Plan)	Detail
Mandatory RSU portion of annual Board fee	Approximately 68%
Henry Ford III RSU grant-date value (2024)	$214,991
Vesting	Immediately upon grant
Settlement options	(i) Immediate; (ii) earlier of 5 years from grant and separation from Board; or (iii) upon separation
Transfer/Disposition restrictions	Mandatory portion may not be sold, hedged, or pledged until after separation
Dividends	Dividend equivalents paid in additional RSUs if not settled; if settled into shares, dividends must be reinvested until separation

Other Directorships & Interlocks

Category	Detail
Current public company boards	None disclosed (blank in “Other Board” column for Henry Ford III)
Prior public company boards (past 5 years)	None disclosed

Expertise & Qualifications

Former Ford IR lead and corporate strategist; experience launching Ford GT marketing; cross-functional operating insight across labor relations, purchasing, marketing & sales, and strategy .
Education: BA (Dartmouth), MBA (MIT Sloan) .
Committee work focused on finance oversight and sustainability/innovation policy .

Equity Ownership

Class	Shares	% Outstanding	Notes
Ford Common Stock	71,247	Not individually disclosed; no director >0.14%	Aggregate threshold disclosed; no common stock units for Henry
Ford Class B Stock	1,705,591	2.41%	Significant family voting class exposure
Disclaimed Beneficial Ownership	99,424 Class B	—	Held indirectly by immediate family in trusts; disclaimed
Pledging/Hedging	None	—	No director or executive officer pledged or hedged; plan prohibits hedging/pledging for director stock
Options	None disclosed	—	Director table shows no stock options for Henry

Governance Assessment

Effectiveness: Relevant operating, strategy, and investor relations experience supports Finance and Sustainability committee work; met ≥75% attendance thresholds in 2024 .
Independence: Not independent due to family ties and relevant facts/circumstances; does not sit on fully independent committees (Audit, Compensation, Nominating) .
Ownership alignment: Mandatory RSU deferral (≈68% of annual fees) with restrictions on sale/hedging until separation aligns director incentives with shareholders; however, significant Class B ownership concentrates voting power in family structures .
Related-party exposure (RED FLAGS):
- Marketing Associates LLC: Edsel B. Ford II and family (including Henry Ford III) sold their equity in 2022 but retain a promissory note tied to revenue from Ford; Ford paid ~$57.6 million to Marketing Associates in 2024. This continuing economic interest presents a potential conflict and is monitored under the related-person transaction policy .
- Edsel B. Ford II consulting: Henry’s father receives $650,000 annually under a long-standing consulting agreement; Company provides facilities and administrative support; introduces perceived nepotism/conflict risk despite disclosure and oversight .
Additional family governance context: Class B Voting Trust (trustees include Edsel B. Ford II and William Clay Ford, Jr.) controls 99.90% of Class B; while supporting long-term stewardship, it may foster entrenchment concerns among some investors .
Policy safeguards: Prohibition on director hedging/pledging of plan stock; robust related-party review by OGC and Nominating & Governance Committee; mandatory deferral into RSUs; independent committee-only membership for Audit/Compensation/Nominating .

Overall: Strong attendance and relevant expertise support committee effectiveness; non-independence and ongoing related-party financial ties represent governance risk factors to monitor, partially mitigated by disclosure, oversight policies, and equity alignment mechanisms .