Maria Sastre
GENERAL MILLSAbout Maria A. Sastre
Maria A. Sastre (age 70) has served as an independent director of General Mills since 2018 and currently chairs the Corporate Governance Committee while also serving on the Compensation and Talent Committee . Her background includes senior operating roles across aviation and travel: President & COO of Signature Flight Support (2013–2018), COO (2010–2013), President & CEO of Take Stock in Children (2009–2010), and senior leadership at Royal Caribbean, United, Continental, and Eastern Airlines. She brings deep global operations, governance, and consumer-facing experience to the GIS board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Signature Flight Support | President & COO | 2013–2018 | Led world’s largest business aviation FBO network; senior operating leadership |
| Signature Flight Support | Chief Operating Officer | 2010–2013 | Global operations leadership |
| Take Stock in Children, Inc. | President & CEO | 2009–2010 | Non-profit leadership focused on education access |
| Royal Caribbean Cruises Ltd. | VP, International (Asia, LatAm & Caribbean); VP, Hotel Operations | 2000–2008 | Global management, marketing, M&A experience |
| United/Continental/Eastern Airlines | Various executive roles | Prior to 2000 | Senior airline industry operating roles |
External Roles
| Company | Role | Tenure | Notes |
|---|---|---|---|
| O’Reilly Automotive, Inc. | Director | Current | Listed as other public directorship |
| Kalera PLC | Director | 2021–2023 | Prior public board |
Board Governance
- Committee assignments: Chair, Corporate Governance; Member, Compensation and Talent .
- Committee meetings FY2025: Corporate Governance (4), Compensation and Talent (4) .
- Independence: Board determined all non‑employee directors are independent under NYSE standards .
- Attendance: Board met 8 times; committees met 22 times; all directors attended ≥75% of their meetings; all then‑serving directors attended the 2024 Annual Meeting .
- Lead Independent Director: Maria G. Henry; independent executive sessions held at each board meeting .
| Committee | Role | FY2025 Meetings |
|---|---|---|
| Corporate Governance | Chair | 4 |
| Compensation & Talent | Member | 4 |
Fixed Compensation
| Component | FY2025 Amount | Detail |
|---|---|---|
| Annual cash retainer | $100,000 | Standard independent director retainer |
| Committee chair fee | $20,000 | Corporate Governance Committee chair |
| Total cash fees (FY2025) | $120,000 | As reported for Maria Sastre |
| Annual RSU grant (reelection 2024) | $180,073 | 2,441 RSUs at $73.77 grant-date price (9/24/2024); vest at next annual meeting; dividend equivalents only if vest |
Performance Compensation
- Non-employee director pay is a mix of cash retainers and time-vested RSUs; no annual cash bonus or performance-based equity disclosed for directors .
- Deferred compensation: directors may defer retainers and RSUs; deferred accounts can track selected funds (including one that tracks GIS stock); earnings are not above-market .
Other Directorships & Interlocks
| Company | Sector | Committees/Role | Conflict/Interlock Notes |
|---|---|---|---|
| O’Reilly Automotive, Inc. | Auto parts retail | Director | No related-party transactions involving Sastre disclosed by GIS; Corporate Governance Committee reviews related-person transactions |
| Kalera PLC | Ag/vertical farming | Former Director (2021–2023) | No GIS-related party exposure disclosed |
Expertise & Qualifications
- Skills highlighted by GIS: Senior Executive Leadership, Global Experience, Governance Expertise, Industry Focus, Health & Wellness .
- Contributions cited: extensive consumer-facing operating experience; international management across Asia/LatAm; governance and committee leadership (including chairing audit/finance/compensation committees at other companies) .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (shares) | 21,002 (includes deferred stock units) |
| Percent of class | <1% (asterisked in proxy) |
| Unvested director RSUs at FY-end | 2,441 |
| Director stock ownership guideline | 5x annual cash retainer |
| Compliance status (as of 7/31/2025) | Met/exceeded (all independent directors except one newer director) |
| Hedging/pledging | Prohibited for directors and officers |
Governance Assessment
- Board effectiveness: As Corporate Governance Committee Chair, Sastre oversees board composition, succession planning, annual evaluations, and related-person transaction reviews—key levers for board quality and conflict oversight .
- Independence & engagement: Independent under NYSE rules; committees comprised entirely of independent directors; board holds executive sessions each meeting; FY2025 attendance thresholds met .
- Alignment: Director pay structure is balanced (cash retainer + RSUs), with ownership guidelines at 5x retainer and confirmed compliance; hedging/pledging prohibited—supports investor alignment .
- Investor signals: 2024 say‑on‑pay approval at ~93% suggests broad investor support for GIS’s comp/governance framework; directors’ RSUs vest annually with no performance metrics attached—typical for board compensation, with limited risk-taking incentives .
- Conflicts/related party exposure: Proxy discloses one related-person transaction unrelated to Sastre; Corporate Governance Committee (chaired by Sastre) reviews and approves any such transactions—no Sastre-linked transactions disclosed .
- RED FLAGS: None identified related to Sastre. No pledging/hedging, no delinquent Section 16 filings attributed to her, and no disclosed related-party transactions involving her .