Eric Branderiz
FortiveAbout Eric Branderiz
Independent director at Fortive (FTV) since 2023; age 60; certified public accountant (California). Previously EVP & CFO at Enphase Energy (2018–2022), VP/Chief Accounting Officer at Tesla (2016–2018), and senior finance roles at SunPower (2010–2016). Bachelor’s degree from the University of Alberta. Independence affirmed by Fortive’s Board; serves on Audit and Nominating & Governance Committees, with Audit Committee “financial expert” qualification.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Enphase Energy, Inc. | EVP & Chief Financial Officer | 2018–2022 | Led finance during hypergrowth; renewable/semiconductor sector exposure |
| Tesla, Inc. | VP, Chief Accounting Officer & Corporate Controller | 2016–2018 | Oversight of accounting/reporting at large-cap innovator |
| SunPower Corporation | SVP/Chief Accounting Officer & Corporate Controller; other senior roles | 2010–2016 | Product/operations, supply chain, global finance |
| Knowledge Learning Corp. (KinderCare) | VP Controller, Treasurer; Head of Subsidy Business Ops | 2009–2010 | Multi-unit operations finance |
| Spansion, Inc. | SVP, Corporate Controller; head of Finance (Sales & Marketing), Tax & Treasury | 2007–2009 | Semiconductor finance leadership |
| Advanced Micro Devices (AMD) | Americas Controller | 2002–2005 | Regional finance oversight |
| Ernst & Young LLP | Auditor | 1996–2002 | External audit foundation |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Cognizant Technology Solutions (CTSH) | Director | Since 2023 | Audit; Compensation & Human Capital; designated audit financial expert |
| Symbotic Inc. (SYM) | Director | Appointed May 14, 2025 | Indemnification agreement; standard director compensation |
| Envision AESC (private) | Director | Since 2022 | Battery technology board experience |
Board Governance
- Committee assignments (FTV): Audit Committee (Member); Nominating & Governance Committee (Member). No chair roles. Audit Committee members are independent, financially literate, and designated “audit committee financial experts.”
- Independence status: Board has affirmatively determined Branderiz is independent under NYSE rules.
- Attendance and engagement: In 2024, the Board met seven times (+ two unanimous written consents); all directors attended at least 75% of Board/committee meetings. Executive sessions of independent directors occur after regularly scheduled meetings, and at least annually.
- Risk oversight: Director expertise listed across Enterprise Risk, Portfolio Strategy, Sustainability, and Human Capital Management. Audit Committee oversees cybersecurity quarterly; Nominating & Governance oversees sustainability/climate; Compensation oversees human capital.
Fixed Compensation
| Component | Policy Amount/Terms | Eric Branderiz 2024 Actual |
|---|---|---|
| Annual cash retainer | $105,000 (electable in cash or RSUs via deferred plan) | $0 cash; elected 100% deferral into RSUs |
| Annual equity grant | $200,000 target; 75% RSUs (time-based), 25% options (fully vested at grant) | Included in Stock Awards/Option Awards totals |
| Committee member fees | Audit: $15,000; Nominating & Governance: $10,000 (electable cash/RSUs) | Deferred into RSUs (within stock awards) |
| Chair premiums | Audit Chair: $25,000; Comp Chair: $20,000; N&G Chair: $20,000; Finance Chair: $10,000; Board Chair: $92,500 | Not applicable (not a chair) |
| Reimbursement/education | Up to $10,000 director education expenses | Not specifically disclosed for Branderiz |
| 2024 Director Compensation (Eric Branderiz) | Amount |
|---|---|
| Fees earned or paid in cash | – |
| Stock awards (incl. deferrals) | $268,456 |
| Option awards | $57,412 |
| Total | $325,868 |
- Deferred Compensation Plan: Directors may elect prior-year deferral of retainers into RSUs; RSUs vest by the next annual meeting/first anniversary, settle at death or 7/12/36/60 months post-retirement per election.
Performance Compensation
- Fortive does not tie non-employee director pay to performance metrics; director RSUs vest time-based; options are fully vested at grant. No TSR/financial metric linkage applies to director awards. | Performance Metrics for Directors | Status | |---|---| | Relative TSR | Not applicable to director compensation | | Financial metrics (EPS/FCF/Core Revenue) | Not applicable to director compensation |
Other Directorships & Interlocks
- Public boards: Cognizant; Symbotic. No disclosed Fortive related-party transactions involving Branderiz; RPTs disclosed in 2024 involved CMS Energy (director Hayes), CommonSpirit (director Lassiter), and NTT (relative of director Dubey). Aggregate volumes were immaterial (<0.2% of revenues) and on arm’s-length terms.
- Committee roles elsewhere: Cognizant Audit; Compensation & Human Capital.
Expertise & Qualifications
- Financial operations, accounting/reporting; M&A and capital markets; risk management; ESG; disruptive technology and sustainability sectors (renewables/semiconductor). CPA (California); University of Alberta bachelor’s degree.
- Designated audit committee financial expert at Cognizant and service across finance committees indicates deep governance/controls literacy.
Equity Ownership
| Item | Quantity/Policy |
|---|---|
| Beneficial ownership (as of Apr 7, 2025) | 10,875 shares; less than 1% of class |
| Options outstanding (Dec 31, 2024) | 6,380 (fully vested) |
| Unvested RSUs (Dec 31, 2024) | 3,680 |
| Vested RSUs (Dec 31, 2024) | 3,670 (not included in beneficial total table) |
| Ownership guidelines | 5× annual retainer; RSUs count, options do not; pledging prohibited; hedging prohibited |
- Stock ownership guidelines for directors (5× retainer) and absolute prohibition on pledging/derivatives enhance alignment; compliance status by individual is not disclosed.
Governance Assessment
- Strengths: Independent director with deep finance/accounting credentials; Audit Committee financial expert; service on risk-relevant committees; robust stock ownership and anti-pledging/hedging policies; no related-party transactions involving Branderiz disclosed; director pay largely in equity supporting alignment.
- Watch items: Multiple public boards (Cognizant, Symbotic, Fortive) increase time demands—Fortive guidelines limit outside boards, but individual capacity monitoring prudent; director compensation includes options (immediately vested) which provide less holding-period alignment than PSUs (not used for directors).
- Shareholder signals: Say-on-pay approval 92.06% in 2024; equity plan renewal extends director award framework to 2035 without adding shares; plan forbids option repricing and single-trigger CIC vesting.
Appendix: Fortive Board/Committee Structure References
- Audit Committee responsibilities: financial reporting, ICFR, disclosure controls, compliance, cybersecurity oversight; all members independent and financial experts.
- Nominating & Governance responsibilities: Board composition/refreshment; CEO succession; sustainability/climate oversight; related party transactions policy administration.
- Compensation Committee responsibilities: executive/director pay; clawback; stock ownership; human capital oversight; Pearl Meyer as independent consultant (no conflicts).