Peter A. Wall
GENERAL DYNAMICSAbout Peter A. Wall
Peter A. Wall, age 69, is an independent director of General Dynamics, serving since August 2016. A retired British Army General, he was Chief of the General Staff (2010–2014) and previously Director of Operations at the U.K. Ministry of Defence; he currently serves as Director and CEO of Amicus Limited (strategic leadership advisory firm). His credentials emphasize operational leadership, technology application in defense, and global security expertise supporting board oversight of GD’s defense businesses .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| British Army | Chief of the General Staff | 2010–2014 | Managed significant operating budgets; led major transformation including capital investment to harness latest military technology |
| British Army | Commander in Chief, Land Command | 2009–2010 | Senior operational command of land forces |
| U.K. Ministry of Defence | Director of Operations | 2007–2009 | Directed operations worldwide; deep understanding of U.K. military and allies |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Amicus Limited | Director and CEO | 2014–Present | Strategic leadership advisory firm |
| Other public company boards | — | — | None disclosed for Mr. Wall |
Board Governance
- Independence: The Board determined Mr. Wall qualifies as an independent director under GD’s Director Independence Guidelines and NYSE rules .
- Committee memberships: Finance & Benefit Plans (member), Nominating & Corporate Governance (member), Sustainability (member). Committee chairs are independent: Finance & Benefit Plans Chair—Catherine B. Reynolds; Nominating & Corporate Governance Chair—Cecil D. Haney; Sustainability Chair—Robert K. Steel .
- Board and committee meeting cadence (2024): Board met 8 times; average director attendance was 99.6%, with each director attending at least 94.7% of their Board and committee meetings; executive sessions of independent directors followed each Board meeting .
- Lead independent director: Laura J. Schumacher, with robust authorities including agenda-setting, executive session chairing, and shareholder liaison .
| Committee | 2024 Meetings | Mr. Wall’s Role |
|---|---|---|
| Finance & Benefit Plans | 3 | Member |
| Nominating & Corporate Governance | 3 | Member |
| Sustainability | 1 | Member |
| Board of Directors | 8 | Independent director |
Fixed Compensation
| Element (2024) | Amount |
|---|---|
| Annual Board retainer (cash) | $125,000 |
| Committee member retainers (cash) | $10,000 per committee (Finance & Benefit Plans, Nominating & Corporate Governance, Sustainability) → $30,000 total |
| Total fees earned (cash) | $155,000 (matches above) |
| Per diem for special projects (if any) | $10,000 (program term; not specifically used by Mr. Wall) |
Notes:
- Director compensation was reviewed against Aon survey of GD’s peer group; program at approximately median; no changes recommended for 2024–2025 .
- AD&D insurance premium (included in “All Other Compensation”): $552 for Mr. Wall in 2024 .
Performance Compensation
| Equity Element (2024) | Grant-Date Fair Value | Grant Characteristics |
|---|---|---|
| Restricted Stock | $85,098 | Three-year cliff vesting; dividends payable; unvested shares do not count toward ownership guidelines |
| Stock Options | $84,574 | Options generally vest 50% at year 2 and 50% at year 3; 10-year term; exercise price set at average of high/low on grant date; repricing prohibited |
| Annual equity program note | Approximately $170,000 target for non-management directors (restricted stock + options) |
Performance metrics tied to director compensation:
- None; director equity is time-based (restricted stock and stock options) and not conditioned on operating metrics (unlike NEO PSUs) .
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None disclosed for Mr. Wall |
| Private/Non-profit boards | Amicus Limited (CEO/Director) |
| Business interlocks/conflicts | Board independence assessment found no material business, financial, or other relationships; GD’s related person transactions reviewed and found immaterial under thresholds; none attributed to Mr. Wall . |
Expertise & Qualifications
- Operational leadership in defense: Senior command roles in British Army and U.K. MoD provide deep insight into customer operational requirements and defense industry dynamics .
- Technology and transformation: Led capital investment to deploy advanced military technology; supports board oversight of innovation and cybersecurity topics .
- Global security understanding: World-wide operational oversight and allied coordination experience informs geopolitical risk and strategy oversight .
Equity Ownership
| Metric | Value |
|---|---|
| Shares owned (beneficial ownership) | 3,812 |
| Options exercisable within 60 days | 15,910 |
| Total (shares + short-term exercisable options) | 19,722; less than 1% of class |
| Restricted stock outstanding (as of 12/31/2024) | 1,050 shares |
| Options outstanding (as of 12/31/2024) | 18,200 options |
| Director stock ownership guideline | At least 5× annual retainer (restricted stock and options do not count; only shares held outright) |
| Hedging/pledging policy | Hedging and pledging prohibited for directors and officers |
Ownership alignment assessment:
- Using GD’s disclosed 12/31/2024 closing price of $263.49 and Mr. Wall’s 3,812 shares, his outright shareholding approximates $1,004,000, exceeding 5× the $125,000 retainer ($625,000), consistent with the guideline’s value test (shares count; restricted stock and options excluded) .
Governance Assessment
- Board effectiveness: Independent director with material sector expertise; serves across three independent committees (Finance & Benefit Plans, Nominating & Corporate Governance, Sustainability), aligning with oversight of capital allocation, governance, and ESG/human rights risk topics .
- Independence and conflicts: Board affirmed independence; no related-party transactions or material interests identified involving Mr. Wall; GD maintains formal related person transaction policy with committee oversight .
- Attendance and engagement: Strong overall board engagement in 2024 (8 meetings, executive sessions after each); average attendance 99.6% with all directors at least 94.7%, supporting investor confidence in governance rigor .
- Compensation and alignment: Balanced cash and equity for directors with time-based vesting; prohibited hedging/pledging; stringent ownership guidelines at 5× retainer, with Mr. Wall’s holdings indicating compliance based on disclosed price—supports alignment with shareholder interests .
- ESG/human rights oversight: Sustainability Committee fully independent; Board articulated risk oversight process and addressed human rights-related proposal with detailed rationale; committee monitors environmental, health, safety, human rights, and social matters .