Thomas Enders
GENERAL ELECTRICAbout Thomas Enders
Thomas Enders (age 66) has served as an independent director of GE Aerospace since 2023. He is the former CEO of Airbus SE (and predecessor EADS NV) from 2005–2019, holds a PhD from the University of Bonn, studied at UCLA, and brings deep aerospace, operations, public company CEO, finance/accounting, and global experience to the board. He is currently a member of GE Aerospace’s Management Development & Compensation Committee.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Airbus SE / EADS NV | Chief Executive Officer | 2005–2019 | Led global aerospace OEM; strategic and operational leadership |
| EADS NV | Head of Defense and Security Systems | 2000–2005 | Defense portfolio oversight |
| DaimlerChrysler Aerospace | Various positions | 1991–2000 | Aerospace operations roles |
| German Federal Ministry of Defense | Planning Staff | 1989–1991 | Government/defense policy experience |
| German Council on Foreign Relations / IISS | Researcher | 1988–1989 | Security policy research |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Lilium (public) | Director | Current | Aerospace/mobility board service |
| Linde (public) | Director | Current | Industrial gases; GE director Stephen Angel is Linde Chairman (interlock) |
| Lufthansa (public) | Director | Current | Aviation customer perspective |
| Knorr Bremse (public) | Former Director | Prior | Past public board experience |
| German Council on Foreign Relations (DGAP) | President | Current | Geopolitical and policy leadership |
| Helsing | Director | Current | Defense technology oversight |
Board Governance
| Committee | Role | 2024 Meetings | Notes |
|---|---|---|---|
| Management Development & Compensation | Member | 8 | Chair: Stephen Angel; other members: Sébastien Bazin, Edward Garden |
| Audit | — | 10 | Chair: Isabella Goren |
| Governance & Public Affairs | — | 5 | Chair: Catherine Lesjak |
- Independence: Enders is independent; all nominees except the CEO are independent, and committee members meet heightened independence standards.
- Attendance/engagement: Each director attended ≥75% of Board/committee meetings; average director attendance was 98% in 2024; the full Board held 10 meetings with regular executive sessions of independent directors.
- Board operations: Executive sessions with the CEO occur at each regular Board meeting; independent-only sessions are held periodically; directors conduct site visits and deep business reviews.
Fixed Compensation
| Component | GE Aerospace Director Program (2024) | Thomas Enders – 2024 Actual |
|---|---|---|
| Annual cash retainer | $140,000 | $130,495 cash fees |
| Annual RSUs | $185,000 target grant, vest at 1 year | $258,275 stock awards (aggregate grant-date fair value incl. deferrals) |
| Lead Director fee | $50,000 (if applicable) | N/A (not Lead Director) |
| Committee chair fees | Audit $30,000; Comp $25,000; Governance $20,000 | N/A (member, not chair) |
| Other comp | Matching gifts up to $5,000 | $0 (no other comp) |
- Deferral mechanics: Enders deferred $59,011 of cash into units; as of FY-end he had 471 DSUs and 0 Phantom Units accrued; RSUs accrued at FY-end were 1,169 (unvested until one-year anniversary).
- No options: GE ceased granting stock options to directors in 2002; independent directors receive no cash incentive compensation or pension benefits.
Performance Compensation
- Independent directors do not receive performance-based cash incentives; RSUs vest based on service (one-year) and accumulate dividend equivalents; Phantom Units/DSUs accrue dividend equivalents but have no voting rights.
Other Directorships & Interlocks
| Company | Type | Interlock/Relationship |
|---|---|---|
| Linde | Public | Interlock with GE director Stephen Angel (Linde Chairman) |
| Lilium | Public | None disclosed |
| Lufthansa | Public | None disclosed |
- Overboarding policy: GE permits up to four public company boards for non-executive directors; Enders holds four (GE Aerospace, Lilium, Linde, Lufthansa), which is at the limit but compliant.
Expertise & Qualifications
- Aerospace and defense sector expertise; operations; public company CEO experience; finance/accounting; global experience; member of Compensation Committee (skills matrix).
- Education and credentials: PhD (University of Bonn); study at UCLA; former Airbus CEO; government/defense planning background.
Equity Ownership
| Category | Amount | Notes |
|---|---|---|
| Beneficial ownership (GE common) | 0 shares | As of 12/31/2024; DSUs/RSUs/Phantom Units excluded from this table by SEC rules |
| RSUs accrued (FY-end) | 1,169 | Unvested as of FY-end; vest on one-year anniversary |
| DSUs accrued (FY-end) | 471 | From pre–May 7, 2024 program deferrals |
| Phantom Units accrued (FY-end) | 0 | No Phantom Units accrued |
| Cash deferred into units (2024) | $59,011 | Director deferral election |
| Pledged shares | None | Company states none of named persons’ shares are pledged; hedging & pledging prohibited |
| Ownership guideline | $700,000 (5x cash retainer) | Directors have five years to comply; all directors in compliance |
Governance Assessment
- Committee impact: Enders’ Compensation Committee role aligns with his prior CEO experience, supporting pay-for-performance rigor and long-term incentives; the Committee reduced 2024 AEIP payouts due to missed delivery expectations despite strong results, signaling discipline.
- Independence and conflicts: No related person transactions requiring disclosure since 1/1/2024; GE requires recusal for conflicts and Governance Committee review; Enders remains independent and subject to heightened committee independence standards.
- Network interlocks: Shared Linde board service with GE director Stephen Angel creates information-flow interlock outside GE; GE’s independence framework and Board processes mitigate potential influence risks.
- Time commitment: Enders holds four public boards, which is the maximum permitted under GE policy for non-executive directors; continued monitoring of time demands is prudent but currently compliant.
- Alignment: Director pay mix is balanced (cash retainer plus service-based RSUs with deferral options), and he is in compliance with robust stock ownership guidelines and anti-hedging/pledging policies, supporting alignment with shareholders.
- Shareholder signals: GE received 94% say-on-pay support in 2024, indicating investor confidence in compensation governance overseen by Enders’ committee cohort.