Margaret Billson

About Margaret Billson

Margaret Billson is an independent director of GE Aerospace, serving since 2023; she is 63 years old and brings extensive operating leadership in aerospace services, including as former President and CEO of BBA Aviation’s Global Engine Services Division (2009–2016) . She previously held executive roles at Eclipse Aviation (President, Airplane Division and COO), Honeywell Aerospace (VP roles in GM and Engineering & Program Management), and earlier management positions at Douglas Aircraft Company; her education includes Embry‑Riddle Aeronautical University and an MEng from California State University, Long Beach . She serves on GE’s Audit Committee and is classified as independent; GE notes all nominees except the CEO are independent and committee members meet heightened independence standards .

Past Roles

External Roles

Board Governance

• Committee assignments: Audit Committee member; 2024 Audit held 10 meetings; all committee members satisfied NYSE and GE independence definitions, and Audit oversight covers financial reporting, internal controls, ERM, cyber, and sustainability reporting coordination .
• Independence: All director nominees except the CEO are independent; GE applies heightened independence standards for Audit and Compensation members per SEC and NYSE rules .
• Attendance and engagement: The Board held 10 meetings in 2024; directors averaged 98% attendance, and all directors attended at least 75% of meetings of the Board/committees on which they served; nine director nominees attended the 2024 Annual Meeting .
• Governance practices: Strong lead director, annual self‑evaluations, prohibition on hedging/pledging, clawback on all cash and equity incentives, stock ownership guidelines, overboarding limits, proxy access, and shareholder right to call special meetings .
• Term/age limits: Independent director term limit of 15 years; age limit of 75, supporting refreshment .

Fixed Compensation

• Program structure (independent directors): Annual cash retainer $140,000; annual RSUs target $185,000; additional retainers only for chairs (Lead Director $50,000; Audit Chair $30,000; Compensation Chair $25,000; Governance Chair $20,000). RSUs vest one year post‑grant; cash retainers payable quarterly, with optional deferral to interest accounts or Phantom Units; total annual cap $1,000,000 .
• Deferral mechanics: Interest accounts credited monthly at average U.S. Treasury 10–20 year yields; Phantom Units equal value to share, fully vested, dividend equivalents accrue, and cash‑settled one year after Board departure in lump sum or over up to 10 years .
• Legacy (pre‑May 7, 2024) GE director program: Annual amounts paid at least 60% in DSUs and 40% cash; DSUs fully vested, dividend equivalents accrue, paid in cash one year after Board departure; option grants ceased in 2002 .

Performance Compensation

GE explicitly states independent directors do not receive any cash incentive compensation or pension benefits; equity is primarily time‑based RSUs, optionally deferred, with clawbacks applying to all cash and equity incentives .

Other Directorships & Interlocks

• Past public boards include Arconic, CAE, and SkyWest; current public board is GE Aerospace .
• Independence and conflicts: The Governance Committee reviews related‑person transactions; for 2024 GE disclosed no related‑person transactions requiring proxy disclosure (except routine plan services by Fidelity, a 5% holder). Reviewed independence transactions include certain relationships for other directors (e.g., AccorHotels, GIP/BlackRock), none implicating Billson .

Expertise & Qualifications

Equity Ownership

Note: DSUs, RSUs, and Phantom Units are excluded from SEC “beneficial ownership” table until vesting/payment; GE’s director ownership guidelines include these instruments toward compliance .

Governance Assessment

• Board effectiveness: Billson strengthens Audit oversight with deep aerospace aftermarket operations experience; Audit met 10 times in 2024 and oversees ERM and cybersecurity, aligning with risk‑intensive aerospace operations .
• Independence and attendance: Independent status, committee independence confirmed; Board averaged 98% attendance with structured executive sessions and robust engagement practices, supporting accountability .
• Compensation alignment: Director pay is simple, transparent, and equity‑linked (time‑based RSUs), with deferral options and strict clawbacks, stock ownership guidelines, and prohibitions on hedging/pledging, promoting shareholder alignment .
• Conflicts and related‑party exposure: No related‑person transactions disclosed involving Billson; formal processes exist to review/approve any such transactions, with expectations of recusal and resignation if unresolved .
• RED FLAGS: None disclosed specific to Billson. Observations: SEC beneficial ownership shows 0 common shares, with alignment primarily via RSUs/DSUs that count for GE’s ownership guidelines; GE policies prohibit hedging/pledging and report all directors in compliance with ownership requirements, mitigating alignment concerns .
• Shareholder signals: 2024 Say‑on‑Pay support at 94% indicates broad investor approval of GE’s compensation governance, indirectly supportive of overall Board oversight quality .

Overall, Margaret Billson’s aerospace aftermarket leadership and Audit Committee service bolster GE’s board oversight of operations, quality, and risk, with no disclosed conflicts and strong alignment mechanisms through RSUs/DSUs and GE’s ownership/clawback policies .