Katrina Helmkamp
IDEX CORP /DE/About Katrina L. Helmkamp
Katrina L. Helmkamp, age 59, is the Non‑Executive Chair of IDEX Corporation’s board, serving as an independent director since November 2015 and appointed Non‑Executive Chair on October 1, 2022. She is recognized as an “audit committee financial expert” and brings deep operating leadership across consumer and industrial markets; her education includes a B.S. in industrial engineering and an MBA from Northwestern University, plus a 2021 Berkeley Law Executive Education certificate (“ESG: Navigating the Board’s Role”). Her tenure on the IDEX board is 9.4 years and she is currently a Class I director with term expiring in 2026 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cartus Corporation (subsidiary of Anywhere Real Estate) | President & CEO | 2018 – Jan 2023 | Led relocation services operations; retired Jan 2023 |
| Lenox Corporation | CEO | Nov 2016 – Jun 2018 | Operating leadership; product and margin improvements |
| SVP Worldwide | CEO | 2010 – 2014 | Managed global operations and profitability |
| Whirlpool Corporation | SVP, North America Product | 2008 – 2010 | Led product, technology initiatives; improved margins and quality |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Federal Signal Corporation | Independent Director | Current | Public company board service |
| KPMG LLP | Independent Director | Current | Governance role at a leading audit firm; not IDEX’s auditor |
Board Governance
- Roles: Non‑Executive Chair since Oct 1, 2022; prior chair of the Nominating & Corporate Governance Committee; current Audit Committee member .
- Committee meetings in 2024: Audit (8), Compensation (6), Nominating & Corporate Governance (5) .
- Independence: Board determined Helmkamp is independent; all standing committees composed entirely of independent directors in 2024 .
- Attendance: Board held 8 meetings; each director attended >75% of Board/committee meetings; all directors attended the 2024 annual meeting .
- Investor engagement: Ongoing investor outreach; Board maintains director education and onboarding programs .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual Cash Retainer | $95,000 | Standard non‑management director retainer |
| Additional Non‑Executive Chair Annual Retainer | $100,000 | Chair premium |
| Committee Chair Fees (if applicable) | — | Not applicable for Helmkamp in 2024 |
| Meeting Fees | — | Not paid; program structured as retainers |
| Total Cash (Fees Earned) | $195,000 | Sum of retainers |
| All Other Compensation | $10,000 | Matching gifts program |
| Director Stock Ownership Guideline | 5x annual Board retainer | Mandatory holding until guideline met |
| Compliance Status | In compliance (all non‑management directors) | Applies as of record date |
Performance Compensation
| Equity Element | Grant Value | Instrument | Vesting / Performance Metrics | Vesting Triggers / Dates |
|---|---|---|---|---|
| Annual Equity Grant | $165,000 | RSUs (100%) | Time‑based; no performance metrics for directors | Full vest at next annual meeting (~1 year), or after 6 years of board service; death/disability; failure to be re‑elected; change in control, subject to service |
| Additional Chair Equity | $50,000 | RSUs (100%) | Time‑based | Same as above |
| 2024 Stock Awards (Helmkamp) | $215,000 | RSUs | Time‑based; directors may elect deferral | Annual grant May 7, 2024: 970 RSUs vest May 7, 2025; prior RSUs: 825 (vest May 6, 2025); 1,020 (vest May 25, 2026) |
Note: Director equity is fully time‑based; there are no revenue/EBITDA/TSR performance metrics tied to non‑employee director compensation at IDEX .
Other Directorships & Interlocks
| Company | Relationship to IDEX | Potential Interlock/Conflict |
|---|---|---|
| Federal Signal Corporation | Unrelated industrial peer | No transactions disclosed; independence affirmed |
| KPMG LLP | Competitor to Deloitte (IDEX’s auditor) | Potential perceived conflict with Audit Committee membership; Board independence affirmed and no related‑party transactions disclosed; IDEX’s auditor is Deloitte |
Expertise & Qualifications
- Financial expertise: Designated “audit committee financial expert”; high financial literacy; M&A, global operations experience .
- Education: B.S. industrial engineering and MBA, Northwestern University; Berkeley Law Executive Education ESG certificate (May 2021) .
- Operating track record: Led new product/technology launches; margin and quality improvements; significant post‑acquisition integration experience .
Equity Ownership
| Measure | Value | Basis / Notes |
|---|---|---|
| Beneficially Owned Shares | 9,535 | Includes directly and certain deferred RSUs; see footnotes |
| Shares Outstanding (Record Date) | 75,544,109 | Record date March 13, 2025 |
| Ownership % of Outstanding | ~0.0126% | 9,535 / 75,544,109; computed from cited values |
| RSUs Outstanding (as of 12/31/2024) | 2,815 | Includes vested RSUs subject to deferred settlement |
| Pledging/Hedging | Prohibited | Insider trading policy bans hedging and pledging for directors |
| Ownership Guideline Compliance | In compliance | All non‑management directors compliant or subject to mandatory holding |
Governance Assessment
-
Strengths
- Independent Non‑Executive Chair with audit committee financial expert designation; strong operating and M&A background .
- High board/committee engagement: Board met 8 times; each director attended >75% of meetings; robust director education and investor outreach .
- Transparent, market‑aligned director pay structure; clear equity vesting and mandatory ownership guidelines; 2024 updates modestly increased cash/equity to align with market .
- No related‑party transactions since Jan 1, 2024; strong clawbacks and prohibition on hedging/pledging support alignment .
- Say‑on‑pay support remains high (91% in 2024), signaling investor confidence in compensation governance .
-
Potential Risks / RED FLAGS
- External directorship at KPMG LLP while serving on IDEX’s Audit Committee could create a perceived conflict given KPMG’s role as a competitor to Deloitte; mitigated by IDEX’s auditor being Deloitte, Board’s independence determination, and absence of related‑party transactions disclosures .
- Time‑based director equity (no performance metrics) is standard but does not directly link director pay to shareholder outcomes; mitigated by stock ownership guidelines and mandatory holding until compliance .
-
Net view: Governance quality appears strong with independent leadership, active oversight, and clear pay/ownership alignment; perceived audit interlock should be monitored but no disclosed conflicts or transactions to date .
Appendix: Director Compensation Detail (2024)
| Name | Fees Earned ($) | Stock Awards ($) | All Other Comp ($) | Total ($) |
|---|---|---|---|---|
| Katrina L. Helmkamp | 195,000 | 215,000 | 10,000 | 420,000 |
Footnotes: Annual cash retainer $95,000; Non‑Exec Chair additional annual retainer $100,000; annual RSU grant $165,000; Chair additional RSU $50,000; RSUs vest per director policy; deferral elections permitted .
References
- Board and Director Details: independence, committees, attendance, leadership structure .
- Helmkamp biography, education, external roles .
- Board matrix: age, tenure, skills .
- Director compensation program and 2024 actuals .
- Beneficial ownership and RSU vesting schedules .
- Auditor ratification (Deloitte) .
- Insider trading policy: hedging/pledging prohibition .
- Say‑on‑pay results .