Jennifer Pollino
HUBBELLAbout Jennifer M. Pollino
Independent director at Hubbell Incorporated since 2020; age 60. CPA with 20+ years of senior executive experience at Goodrich Corporation (aerospace), now executive coach/consultant at JMPollino LLC. Recognized Audit Committee Financial Expert; committee service spans Audit and Compensation, with strong attendance and governance credentials .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Goodrich Corporation | EVP, Human Resources & Communications | 2005–2012 | Senior leadership during major corporate period; earlier divisional finance/controller roles |
| Goodrich Aerospace – Aircraft Wheels & Brakes | President & General Manager | Prior to 2005 | Led divisional operations |
| Goodrich Aerospace – Turbomachinery Products | President & General Manager | Prior to 2005 | Led divisional operations |
| Savings & Loan Association | Controller | Prior | Finance leadership |
| JMPollino LLC | Executive Coach & Consultant | Since July 2012 | Leadership development, succession planning |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Crane Co. | Director | Since 2013 | Public company board service |
| Kaman Corporation | Lead Director (prior) | 2015–2024 | Former public company; lead director 2021–2024 |
| Wesco Aircraft Holdings, Inc. | Director (prior) | 2014–2020 | Prior public company board |
| NACD – Carolinas Chapter | Director | Current | Governance leadership |
| Teach for America – North Carolina | Board Director | Current | Non-profit engagement |
| UNC Charlotte – Belk College of Business | Advisory Board Member | Since 2010 | Academic advisory |
Board Governance
- Independence: Board majority independent; Pollino designated independent; Audit, Compensation, Finance, NCGC committees are fully independent .
- Committee assignments: Audit Committee (financial expert); Compensation Committee .
- Committee attendance: Audit (8 meetings, 100% attendance); Compensation (4 meetings, 100% attendance) .
- Board meetings: 8 meetings in 2024; directors averaged 98% attendance; Annual Meeting attendance strong (all directors except one; Pollino attended) .
- Lead Independent Director: Anthony J. Guzzi; executive sessions of independent directors held regularly .
- Voting standard: Board proposed majority voting in uncontested director elections for 2025; enhances accountability .
- Shareholder support: Pollino re-elected with 45,679,512 votes FOR vs. 244,951 WITHHELD (2024) .
Fixed Compensation
| Component | 2024 Amount | 2023 Amount |
|---|---|---|
| Annual Board Retainer (policy level) | $100,000 | $90,000 (moving to $100,000 effective May 7, 2024) |
| Annual Restricted Share Grant (policy level) | $160,000 | $145,000 (raised to $160,000 effective May 7, 2024) |
| Committee Retainers (policy): Audit Chair/Member | $20,000 / $10,000 | $20,000 / $10,000 |
| Committee Retainers (policy): Compensation Chair/Member | $15,000 / $7,000 | $15,000 / $7,000 |
| Meeting Fees | None | None |
| Pollino – Director Compensation Detail | 2024 | 2023 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | $113,511 | $107,000 |
| Stock Awards ($) | $159,645 (409 RS shares granted May 7, 2024) | $144,904 |
| All Other Compensation ($) | $31,000 (charitable match) | $31,000 |
| Total ($) | $304,156 | $282,904 |
Performance Compensation
- Directors receive time-based restricted stock (vests at next annual meeting); no options or PSUs as part of director pay .
- As Compensation Committee member, Pollino oversees executive pay metrics. Key 2024 plan designs:
| Executive STI Metrics (Enterprise/Segment) | Weight | Calculation | Rationale |
|---|---|---|---|
| Adjusted EPS (Enterprise) | Part of 80% financial | Adjusted net income / shares | Directly affects TSR |
| Free Cash Flow (Enterprise) | Part of 80% financial | CFO less capex | Cash discipline |
| Operating Profit (Segment) | Part of 80% financial | Segment net sales – COGS – SG&A | Segment performance |
| Operating Cash Flow (Segment) | Part of 80% financial | Segment OCF | Cash generation |
| Strategic Objectives (Individual) | 20% | Composite across four pillars | Strategy execution |
| 2024 Enterprise STI Targets and Payouts | Target | Performance vs Target | Payout % |
|---|---|---|---|
| Adjusted EPS | $16.35 | 102% | 115% |
| Free Cash Flow | $793M | 101% | 107% |
| Blended Enterprise Financial Payout | — | — | 112% |
| Strategic Objectives Payout | — | — | 110% |
| Executive LTI Performance Share Metrics | Weight | Method | Targets (2024–2026) |
|---|---|---|---|
| Relative Sales Growth | 34% | CAGRs vs S&P Capital Goods 900 | 50th pctile = 100%; >75th = 200% |
| Adjusted Operating Profit Margin | 33% | AOPM vs fixed target | Target 21.00%; Max 22.75% |
| Relative TSR | 33% | TSR vs S&P Capital Goods 900 | 50th pctile = 100%; >75th = 200% |
| 2022–2024 Performance Share Payout (completed) | Target | Actual | Payout |
|---|---|---|---|
| Relative Sales Growth | 50th pctile | 76th pctile (projected) | 200% |
| Adjusted Operating Profit Margin | 15.25% | 21.9% | 200% |
| Relative TSR | 50th pctile | 124.5% | 200% |
| Total | — | — | 200% |
Other governance controls under Pollino’s oversight:
- Clawback policy (SEC/NYSE-compliant) adopted 2023 .
- Hedging/pledging prohibited; margin restrictions .
Other Directorships & Interlocks
- Compensation Committee interlocks: None in 2024; no insider participation .
- Related party transactions: None requiring disclosure; independence affirmed annually .
Expertise & Qualifications
- CPA; deep finance/accounting background; divisional controller and VP Finance roles at Goodrich .
- Senior operating leadership in aerospace divisions; executive HR/communications; governance leadership roles (NACD) .
- Designated Audit Committee Financial Expert .
- Public company board experience (Crane; prior Kaman; prior Wesco) .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (as of March 7, 2025) | 2,429 shares of common stock |
| SARs/options held | None |
| Deferred stock units / RSUs (Director Deferred Plan) | None (both zero at 12/31/2024) |
| 2024 restricted stock grant | 409 shares granted May 7, 2024; vests at 2025 Annual Meeting if serving |
| Ownership guidelines (Directors) | Must own ≥5x annual cash retainer; compliance required within 5 years; all Directors meet requirement |
| Pledging/hedging | Prohibited by policy |
Fixed Compensation (Director Plan Mechanics)
- Deferred Compensation Plan optional deferrals of cash retainers and/or restricted shares into stock units or cash accounts; distributions generally post-service; change-in-control triggers lump sum payout .
- Charitable match: up to $25,000 per year; Pollino utilized $31,000 other compensation in 2024 (includes matching gifts) .
Say-on-Pay & Shareholder Feedback
- Say-on-Pay approvals: 95.1% in 2024; ~92.5% average over 10 years—supports Compensation Committee credibility .
- 2024 shareholder outreach covered top 25 holders (>61% outstanding); informed compensation design .
Governance Assessment
- Strengths: Independence; Audit financial expertise; 100% committee attendance; no related-party exposures; robust pay-for-performance framework oversight; adoption of majority voting in uncontested elections; strong shareholder support in election and Say-on-Pay .
- Alignment: Meets director ownership requirements; no pledging/hedging; director equity aligns incentives via annual RS grants .
- Committee competency: Oversight of risk, cybersecurity (via Audit); pay governance (via Compensation) with independent consultant Exequity; updated peer group in 2024 to maintain comparability (added Ingersoll Rand, Lennox, Vertiv; removed Fastenal, Roper, Wesco International) .
- RED FLAGS: None disclosed—no related-party transactions; no consultant conflicts; no hedging/pledging; no director meeting attendance issues .
Overall, Pollino’s profile supports investor confidence: independent, financially literate, consistent engagement, and strong oversight on compensation/risk with high shareholder support metrics .