Stephanie Disher
About Stephanie J. Disher
Independent director of IDEX Corporation, appointed effective February 21, 2025; age 49; Australian nationality. Currently CEO of Atmus Filtration Technologies (since May 2023); previously Vice President of Cummins Inc. and President of Cummins Filtration, with earlier leadership roles across finance, operations, and HR at BP. Holds a Bachelor of Commerce (University of Western Sydney) and MBA (University of Melbourne). Board tenure at IDEX is 0.1 years; the Board has affirmatively determined she is independent.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Atmus Filtration Technologies Inc. | Chief Executive Officer | May 2023 – Present | Leads filtration/media solutions; public company CEO credibility |
| Cummins Inc. | Vice President; President, Cummins Filtration | Nov 2021 – May 2023 | Global leadership in industrial components; operations/finance depth |
| Cummins Inc. | Managing Director, South Pacific; various finance/operations roles | Dec 2013 – Nov 2021 | International P&L leadership across Australia/Asia/US |
| BP p.l.c. | Leadership roles in finance, operations, HR | ~13 years (prior to Cummins) | Multidisciplinary operating experience |
External Roles
| Organization | Role | Start Date | Notes |
|---|---|---|---|
| Atmus Filtration Technologies Inc. | Chief Executive Officer | May 2023 | Public company executive role; no other public board memberships disclosed in IDEX proxy |
Board Governance
- Committee assignments: Member, Nominating and Corporate Governance Committee (NCGC); not a committee chair. All standing committees are composed entirely of independent directors.
- Independence: Affirmed by the Board under NYSE standards.
- Attendance and engagement: Board held eight meetings in 2024; all directors then in office attended >75% of Board and committee meetings. New directors undergo formal onboarding (strategy, operating model, governance, 80/20 business process) and are encouraged to attend ongoing education; Disher joined in 2025 and would be subject to this program.
- Executive sessions: Independent, non-management directors meet separately at every regular Board meeting; Non-Executive Chair presided in 2024.
| Committee | Role | 2024 Meetings | Notes |
|---|---|---|---|
| Nominating & Corporate Governance | Member | 5 | Oversees governance principles, board composition, CEO succession screening, director onboarding/education, sustainability oversight |
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Cash Retainer (non-management director) | $95,000 | 2024 program level; targeted to market median |
| Committee Chair Retainers | $20,000 (Audit); $15,000 (Compensation/NCGC) | Not applicable to Disher (not a chair) |
| Non-Executive Chair Additional Cash Retainer | $100,000 | Applies only to Board Chair, not Disher |
| Directors Deferred Compensation Plan | Elective deferral of cash fees | Earnings credited to interest-bearing/mutual fund alternatives; unsecured claim; standard elections timing |
Performance Compensation
| Equity Component | Grant Value Policy | Instrument | Vesting & Key Terms |
|---|---|---|---|
| Annual Equity Grant | $165,000 (RSUs) | 100% RSUs | Annual grants vest on earlier of 1-year anniversary or next annual meeting (≥50 weeks), or upon 6 years of service, death/disability, failure to be re-elected, or change in control; non-transferable until service ends; deferral allowed |
| Initial Appointment Equity | Pro-rated annual grant | RSUs | Initial RSUs vest on first anniversary, or death/disability, or change in control |
| Disher’s Initial Grant | N/A (value not disclosed) | 180 RSUs | Granted Feb 21, 2025; scheduled to vest Feb 21, 2026; eligible for dividends |
Directors do not receive option awards or performance-conditioned equity; director equity is time-based and intended to align interests via ownership and service-contingent vesting.
Other Directorships & Interlocks
| Company | Role | Interlock/Transaction Exposure |
|---|---|---|
| Atmus Filtration Technologies Inc. | CEO | No related-party transactions disclosed since Jan 1, 2024; Audit Committee administers policy |
| Cummins Inc. (prior employer) | Former VP; President, Cummins Filtration | Overlap in prior employer experience with director Livingston L. Satterthwaite (Cummins senior executive; retiring post-2025 meeting), but no current board interlock disclosed |
Expertise & Qualifications
- Global industrial leadership across Australia, Asia, and U.S.; deep finance and operations background; current public-company CEO experience.
- Board skills matrix attributes include international/global manufacturing, M&A, and customer-focused organic growth.
- Education: Bachelor of Commerce (University of Western Sydney); MBA (University of Melbourne).
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Vested vs. Unvested | Notes |
|---|---|---|---|---|
| Stephanie J. Disher | 180 | * | 0 vested; 180 unvested RSUs (granted 2/21/2025, vesting 2/21/2026) | Eligible for dividends; counted as beneficial ownership per proxy table |
- Stock ownership guideline: Non-management directors must hold ≥5x annual retainer; no sales permitted until guideline met; as of record date, all non-management directors were either compliant or subject to mandatory holding until compliant.
- Hedging/pledging: Prohibited for all directors and employees under insider trading policy (reduces alignment risk).
Governance Assessment
- Board effectiveness: Independent director, placed on NCGC overseeing governance, sustainability, and board composition; committees composed entirely of independent directors.
- Alignment and incentives: Director pay is cash retainer plus 100% RSUs for equity; robust stock ownership guideline (5x retainer); ability to defer compensation; no option awards for directors.
- Investor confidence signals: 2024 say‑on‑pay support >91%, consistent with strong governance practices and pay-for-performance philosophy (context for overall governance culture).
- Related-party/conflicts: No related-person transactions disclosed since Jan 1, 2024; Audit Committee administers policy. Hedging/pledging prohibited; mitigates alignment risks.
- Attendance/engagement: Board held eight meetings in 2024 with directors then in office attending >75%; onboarding and continuing education emphasized for new directors (including Disher’s 2025 appointment).
RED FLAGS
- None disclosed: No related-party transactions; no pledging; director equity is time-based; strong independence across committees. Time-commitment is monitored under governance guidelines (limits on service on outside boards and annual evaluation of director time commitments).