Eugene Lowe
FEDERAL SIGNAL CORP /DE/About Eugene J. Lowe
Eugene J. Lowe, III (age 57) is an independent director of Federal Signal Corporation, serving since February 2019. He is President and CEO—and a director—of SPX Technologies, Inc. (NYSE: SPXC), bringing current public-company CEO experience in operations, strategy, and business development; the Board has designated him an SEC “audit committee financial expert.” He holds Audit and Compensation & Benefits Committee assignments at FSS and, like all directors in 2024, attended at least 75% of Board/committee meetings. As of February 24, 2025, he beneficially owned 19,325 FSS shares (<1% of outstanding).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SPX Technologies, Inc. | President & CEO; Director | CEO since Sep 2015; director since Sep 2015 | Led SPX as a public-company CEO in HVAC and detection/measurement markets. |
| SPX Technologies, Inc. | Segment President, Thermal Equipment & Services | 2013–2015 | P&L leadership for segment operations. |
| SPX Technologies, Inc. | President, Global Evaporative Cooling | 2010–2013 | Global business leadership. |
| SPX Technologies, Inc. | VP, Global Business Development & Marketing, Thermal Equipment & Services | 2008–2010 | Strategy and M&A/business development. |
| Milliken & Company; Lazard Technology Partners; Bain & Company; Andersen Consulting | Various prior roles | Not dated | Strategy/operations/consulting background. |
External Roles
| Organization | Role | Exchange/Ticker | Since | Notes |
|---|---|---|---|---|
| SPX Technologies, Inc. | President & CEO; Director | NYSE: SPXC | 2015 | Current public-company CEO and board member. |
Board Governance
- Independence: Board determined all directors other than the CEO (Jennifer Sherman) are independent; Lowe is independent.
- Committees: Audit (member); Compensation & Benefits (member). The Board designates him an SEC “audit committee financial expert.”
- Attendance: Board (6 meetings), Audit (7), Compensation & Benefits (4) in 2024; all directors attended at least 75% of their meetings. All directors attended the 2024 Annual Meeting.
- Board structure: Separate Chair/CEO; Lead Independent Director (Brenda Reichelderfer); independent directors meet in executive session.
Fixed Compensation (Non‑Employee Director – 2024)
| Component | Amount | Source/Notes |
|---|---|---|
| Annual cash retainer (Director) | $80,000 | 2024 fee schedule. |
| Audit Committee member fee | $9,000 | 2024 fee schedule. |
| Compensation & Benefits Committee member fee | $6,000 | 2024 fee schedule. |
| Cash actually paid (2024) | $95,000 | Matches $80k + $9k + $6k. |
| Other cash or meeting fees | $0 | No meeting fees disclosed. |
Performance Compensation (Director Equity – 2024)
| Grant Type | Grant Date | Shares/Units | Grant-Date Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| Annual stock award | Apr 23, 2024 | 1,493 shares | $125,000 | Immediate vesting | Closing price $83.76; annual director equity awards vest upon issuance; no options granted. |
Directors may elect to defer equity into RSUs, but no current directors elected to defer in 2024.
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict | Evidence |
|---|---|---|---|
| SPX Technologies, Inc. | President & CEO; Director | None disclosed with FSS; Compensation Committee Interlocks section indicates no interlocks in 2024. |
- Overboarding policy: FSS guidelines cap public-company CEOs at ≤3 public boards; Lowe serves on SPX and FSS, within the limit.
Expertise & Qualifications
- Current public-company CEO; extensive operations, strategy, and business development expertise.
- SEC-designated audit committee financial expert.
- Skills highlighted by FSS: public board experience; executive management; financial expertise; international; sustainability/corporate responsibility; M&A; operations; strategy; innovation/technology; risk management; manufacturing.
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (FSS) | 19,325 shares (as of Feb 24, 2025); <1% of outstanding. |
| Shares outstanding (context) | 61,097,138 shares (record date Feb 24, 2025). |
| Director ownership guideline | 5x annual retainer; until achieved, 50% of fees paid in stock; no sales until target met. |
| Compliance status | All non-employee directors except one new appointee had met targets as of Dec 31, 2024 (Lowe included). |
| Hedging/pledging | Prohibited by policy (no pledging allowed). |
Governance Assessment
-
Strengths
- Independent director with current operator perspective as a public-company CEO; designated audit committee financial expert supports Audit effectiveness.
- Solid engagement: attended ≥75% of 2024 Board/committee meetings; attended the Annual Meeting.
- Alignment: meaningful stock ownership with director ownership policy met; hedging/pledging prohibited.
- Compensation discipline: Director pay mix balanced (cash + immediate-vesting stock) with transparent fee schedule; no options or special perquisites.
-
Watch items
- Time commitments: concurrently serves as SPX CEO and sits on two boards; still within FSS limits for CEO overboarding and met attendance requirements.
- Committee load: simultaneous roles on Audit and Compensation & Benefits; mitigated by his audit financial expert designation and lack of compensation committee interlocks.
-
Conflicts/Related-party exposure
- No related-party transactions requiring disclosure in 2024.
- Policy framework in place: clawback policy; insider trading/hedging/pledging prohibitions; executive sessions; separate Chair/CEO; Lead Independent Director.