Irene A. Quarshie
FASTENALAbout Irene A. Quarshie
Irene A. Quarshie (age 48) is an independent director of Fastenal, serving since 2023. She is Senior Vice President of Global Supply Chain & Logistics at Target Corporation (since March 2022), with prior Target roles spanning product quality/responsible sourcing, government affairs, and corporate risk, and earlier experience at Booz Allen Hamilton. In 2024 she attended 100% of board meetings, 83% of audit committee meetings, and 100% of nominating and corporate governance committee meetings .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Target Corporation | SVP, Global Supply Chain & Logistics | Mar 2022–present | Supply chain oversight for Fortune 50 retailer |
| Target Corporation | VP, Global Supply Chain & Logistics | Jan 2018–Feb 2022 | Logistics strategy and execution |
| Target Corporation | VP, Product Quality & Responsible Sourcing | 2014–2018 | Quality/ESG sourcing leadership |
| Target Corporation | Director, Government Affairs | 2011–2014 | External affairs/regulatory engagement |
| Target Corporation | Sr. Group Manager, Corporate Risk & Responsibility | 2009–2011 | Enterprise risk and responsibility |
| Target Corporation | Various managerial positions | 2005–2009 | Early leadership roles |
| Booz Allen Hamilton | Consultant | 2001–2005 | Global management consulting experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Executive Leadership Council (non-profit) | Board member; Audit Committee member | 2018–present | Audit oversight in leadership org |
| Guthrie Theatre (non-profit) | Executive Committee member | 2019–2023 | Executive oversight at major arts institution |
| Inspectorio (private) | Advisory Board member | 2015–2019 | Supply chain technology advisory |
| YWCA of Minneapolis (non-profit) | Chair, Executive Committee | 2012–2018 | Governance leadership |
Board Governance
| Attribute | Detail | 2024/Current |
|---|---|---|
| Independence | Independent director | Yes (independent) |
| Committees | Audit; Nominating & Corporate Governance | Member (Audit), Member (NCG) |
| Chair roles | None | — |
| Board meetings held | General board | 4 |
| Committee meetings held | Audit; Compensation; NCG | 6; 5; 4 |
| Attendance | Board; Audit; NCG | 100%; 83%; 100% |
- Governance structure: Independent board chair; roles of chair and CEO separated; 9 of 11 directors independent; all committees composed exclusively of independent directors .
- Related-party transactions: None in 2024 requiring disclosure; robust audit committee review/approval process for related person transactions .
- Policies: Stock ownership guidelines for directors and Section 16 officers; all in compliance; hedging by directors/officers prohibited .
Fixed Compensation
| Component | Amount ($) | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | 75,000 | Quarshie elected to receive a portion of the $100,000 cash retainer in stock options |
| Committee chair retainer | — | $20,000 for chairs; Quarshie not a chair |
| Annual option grant (standard) | Included in “Option Awards” | Standard non-employee director option grant valued at $50,000 |
| Total 2024 director compensation | 150,000 | Fees earned $75,000; Option awards $75,000; Total $150,000 |
- Director retainer policy (2024): Non-employee directors receive $100,000 cash retainer; board chair $120,000; each non-employee director also receives stock options valued at $50,000 annually (board chair $80,000). Committee chairs receive $20,000 cash, paid at the start of the year .
- Election feature: Non-employee directors may elect up to 100% of annual cash retainer to be paid in stock options .
Performance Compensation
| Component | Performance Metrics | Targets | Outcomes | Notes |
|---|---|---|---|---|
| Director equity awards (stock options) | None disclosed for directors | N/A | N/A | Fixed-value option awards; no performance conditions disclosed for director grants . Company-wide options are long-term incentives; grants vest 5–8 years and are not repriced . |
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Public company directorships | No other public company boards disclosed in Quarshie’s biography |
| Interlocks/conflicts | None disclosed; compensation committee disclosed no interlocks or insider participation in 2024 |
Expertise & Qualifications
- Deep expertise in global supply chain, logistics, product quality/responsible sourcing, government affairs, and enterprise risk from Target leadership roles .
- Experience with audit oversight at Executive Leadership Council; governance leadership at YWCA and Guthrie Theatre; advisory experience in supply chain technology (Inspectorio) .
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Beneficial ownership (as of Feb 1, 2025) | 9,239 | Consists of stock options immediately exercisable to acquire 9,239 shares; less than 1% of outstanding shares |
| Shares outstanding (for % calc) | 573,434,554 | Company total shares outstanding as of Feb 1, 2025 |
| Outstanding unexercised non-employee director plan options (as of Dec 31, 2024) | 4,725 | Under the Non-Employee Director Stock Option Plan (elective retainer conversions) |
| Hedging/Pledging | Hedging prohibited for directors; pledging not disclosed | Anti-hedging policy applies to directors |
| Ownership guidelines compliance | In compliance | Directors must reach 1.0x annual board retainer by year 5 and 2.0x by year 10; all directors currently in compliance |
Governance Assessment
- Board effectiveness: Quarshie contributes strong operational and supply chain expertise; fully independent; active on audit and nominating committees. Attendance was robust (100% board, 100% NCG), with slightly lower audit attendance (83%), which is notable but not a red flag given overall engagement .
- Alignment and incentives: She elected to convert a portion of cash retainer into options, resulting in a 50/50 cash vs equity mix for 2024, signaling alignment with shareholder value; director option awards are fixed-value, time-vested, and not performance-conditioned .
- Conflicts/related-party exposure: No related-person transactions disclosed for 2024; strict related-party approval policy overseen by audit committee mitigates conflict risk .
- Risk indicators: Anti-hedging policy reduces misalignment risk; majority-independent board and independent chair improve governance quality; no interlocks on compensation committee; equity ownership is primarily via exercisable options, with less direct share ownership disclosed, but compliance with stock ownership guidelines offsets concern .
Overall signal: Independent, supply-chain-focused director with balanced cash/equity compensation, strong governance policies in place, and no disclosed conflicts—supportive of investor confidence, with a minor watchpoint on audit committee attendance (83% in 2024) .