Mary Beckerle
HuntsmanAbout Mary C. Beckerle
Mary C. Beckerle, age 70, has served as an independent director of Huntsman Corporation since 2011. She is Chief Executive Officer of the University of Utah’s Huntsman Cancer Institute and sits on Huntsman’s Nominating & Corporate Governance and Sustainability Committees . Her background includes executive leadership of a Comprehensive Cancer Center with >$1 billion of annual clinical and research revenue and deep science and technology expertise; she holds a B.A. from Wells College and a Ph.D. from the University of Colorado Boulder .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| University of Utah Huntsman Cancer Institute | Chief Executive Officer | 2011–present | Overall leadership/accountability for >3,000 personnel; strategic insights for management, innovation and business development |
| University of Utah Huntsman Cancer Institute | Executive Director | 2006–2011 | Led operations prior to CEO role |
| University of Utah | Distinguished Professor; Associate Vice President for Cancer Affairs | Ongoing; joined 1986 | Governance, sustainability, risk and regulatory experience from healthcare leadership |
| Curie Institute (Paris) | Guggenheim Fellow; Rothschild-Yvette Scholar | 1999–2000 | International scientific scholarship |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Johnson & Johnson (NYSE: JNJ) | Independent Director | 2015–present | Chair, Science & Technology Committee; member, Regulatory Compliance & Sustainability Committee |
| Exelixis, Inc. (NASDAQ: EXEL) | Independent Director | 2024–present | Member, Nominating & Corporate Governance Committee; Member, Research & Development Committee |
| National Academy of Sciences; American Philosophical Society; American Academy of Arts & Sciences | Elected Member | Various | Recognition/leadership in science |
| Howard Hughes Medical Institute | Medical Advisory Board Member | — | Scientific advisory |
Board Governance
- Committee assignments: Nominating & Corporate Governance; Sustainability. Not a chair; Governance chair is Cynthia Egan; Sustainability chair is Jan Tighe .
- Independence: Board determined Dr. Beckerle is independent after considering her role at Huntsman Cancer Institute and Huntsman’s employee matching program to the Huntsman Cancer Foundation (HCF); HCF contributes a fixed $100,000 supplement to her University compensation, set by the University without HCF input .
- Attendance and engagement: In 2024, the Board met six times with four executive sessions; each director attended at least 75% of Board and applicable committee meetings. Committee meetings: Audit (4), Compensation (8), Governance (4), Sustainability (4) .
- Governance policies: Robust director stock ownership guidelines; majority voting in uncontested elections; prohibition of short sales and certain speculative transactions by directors; proxy access available .
Fixed Compensation
| Component | Detail | 2024 Amount |
|---|---|---|
| Annual Cash Retainer | Base retainer | $125,000 |
| Committee Member Fees | Governance member ($10,000); Sustainability member ($10,000) | $20,000 |
| Total Cash Fees | Retainer + committee member fees | $145,000 |
| Equity Grant | Fully-vested stock award or stock unit award, director election. 6,895 shares at $23.93 (grant date: Feb 15, 2024) | $165,000 |
| Other Compensation | Huntsman Director Matching Gift Program (matched contributions up to $10,000) | $10,000 |
| Total | Cash + Equity + Other | $320,000 |
Notes:
- Directors may elect fully vested stock awards or deferred stock units; shares underlying stock unit awards are deliverable upon termination of service .
Performance Compensation
Directors do not receive annual cash performance awards or performance-conditioned equity; option awards are currently not granted. The Company’s option award timing policy states no current practice of granting options/SARs; if resumed, governance steps would be evaluated . Director equity awards are time-based (fully vested or stock units) and not tied to operational or financial metrics .
| Compensation Component | Performance Metrics | Applicable to Directors? |
|---|---|---|
| Annual Cash Performance Awards | Adjusted EBITDA, Free Cash Flow, Strategic/Operational Initiatives | No (applies to NEOs) |
| Performance Share Units (PSUs) | Relative TSR over 3 years | No (applies to NEOs) |
| Stock Options/SARs | Option-like instruments | Not currently granted by Company |
Other Directorships & Interlocks
| Company | Sector | Potential Interlock/Conflict Considerations |
|---|---|---|
| Johnson & Johnson | Diversified healthcare | No Huntsman-related commercial interlock disclosed; service provides science/technology oversight expertise . |
| Exelixis | Biopharma | No Huntsman-related commercial interlock disclosed; R&D committee role complements innovation focus . |
Expertise & Qualifications
- Executive leadership of a National Cancer Institute-designated Comprehensive Cancer Center with >$1 billion annual clinical/research revenue; deep science/technology experience informs sustainability and innovation oversight .
- Broad governance, risk management, and regulatory compliance experience from healthcare leadership; governance fellow (NACD), NACD Directorship 100 award (2018) .
- Education: B.A. (Wells College), Ph.D. (University of Colorado Boulder), Post-doc (UNC Chapel Hill); fellowships (Guggenheim; Rothschild-Yvette) .
Equity Ownership
| Ownership Detail | Shares | Percent of Outstanding |
|---|---|---|
| Total Beneficial Ownership (as of Mar 7, 2025) | 61,301 | <1% |
| Vested Stock Units (deliverable upon termination) | 51,584 | Included within total |
| Implied Common Shares (beneficially owned outside vested units) | 9,717 | Included within total |
Ownership alignment policies:
- Director stock ownership guideline: 3x annual cash retainer for directors; retain at least 50% of net shares until compliant. As of July 15, 2024, all directors and NEOs have either met or are progressing toward meeting the guidelines .
- Hedging/short sales: Company policy prohibits short-term speculative transactions, including short sales and certain derivatives; as of 2021 proxy, none of the directors or executive officers engaged in hedging transactions .
Governance Assessment
- Strengths: Long-tenured independent director (since 2011) with relevant committee service (Governance, Sustainability) and strong scientific/innovation credentials; meets attendance standards; Board-wide ownership guidelines and trading restrictions support alignment with shareholders .
- Compensation alignment: Director pay mixes market-rate cash retainers with equity (fully-vested stock/stock units). 2024 total director comp: $320,000 (cash $145,000; equity $165,000; matching gifts $10,000), reinforcing alignment without performance-conditioned pay that could bias oversight .
- Independence and conflicts: Board explicitly reviewed her Huntsman Cancer Institute role and Huntsman’s employee matching to HCF; noted the HCF’s fixed $100,000 supplement to her University compensation is set by the University with no HCF input; Board concluded she is independent . No related-party transactions or pledging disclosed for Dr. Beckerle; Company prohibits short sales and certain speculative trades .
- Shareholder sentiment signal: Huntsman’s 2024 say‑on‑pay approval was ~85%, following 97% (2023) and 85% (2022), indicating generally supportive compensation governance framework (context for overall board credibility) .
RED FLAGS to monitor:
- Charitable/affiliation proximity: Ongoing visibility of HCF supplement ($100,000/year) and Huntsman employee matching to HCF warrants continued board disclosure and independence review, which is currently robust and resulted in an independence determination .
- Annual meeting attendance is encouraged but not required; only five directors attended in 2024 (no individual breakdown provided) .