Mary Laschinger
ITTAbout Mary Laschinger
Independent director of ITT since May 21, 2025; appointed immediately following the 2025 Annual Meeting. Former Chair and CEO of Veritiv Corporation (2014–2020) and Senior Vice President at International Paper (2007–2014), with extensive global operations, distribution, and M&A leadership. Education: bachelor’s in business (University of Wisconsin), MBA (University of Connecticut), postgraduate executive management at Kellogg School of Management (Northwestern) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Veritiv Corporation | Chair & Chief Executive Officer | Jul 2014 – Sep 2020 | Led multi-year transformation; turnaround of underperforming units to top-quartile performance per ITT Board commentary . |
| International Paper | Senior Vice President; President, xpedx distribution; President, EMEA & Russia businesses | 2007 – Jul 2014 | Senior leadership across sales, manufacturing, supply chain; broad international remit . |
| James River; Kimberly-Clark; Shopko | Various roles in sales, marketing, supply chain | Prior to 1992 | Early career operating and commercial roles . |
External Roles
| Company | Role | Start | Committees |
|---|---|---|---|
| Kellanova (formerly Kellogg Company) | Director | Prior to May 2025 (current) | Not disclosed in ITT/SWK filings . |
| Stanley Black & Decker (SWK) | Director | Nov 1, 2025 | Compensation & Talent Development; Finance & Pension . |
| Dollar Tree, Inc. | Director | As of May 21, 2025 (per ITT press release) | Not disclosed in ITT filing . |
Board Governance
- Committee assignments: Appointed to ITT’s Compensation and Human Capital Committee (CHC) effective May 21, 2025 .
- Independence: Board determined she is independent under NYSE standards and ITT Corporate Governance Principles .
- Board refreshment: Appointment accompanied an increase in Board size to eleven directors, consistent with ongoing refresh process .
- Governance practices: Independent committees; regular executive sessions led by the non-executive Chair; Nominating & Governance Committee oversees director independence, conflicts, related-party transactions, and director compensation .
- Compensation consultant: Pay Governance LLC serves as independent advisor on non-management director compensation; no conflicts identified .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-management director) | $100,000 | Lump sum after annual meeting; pro-rated for mid-year appointees . |
| Audit Committee Chair fee | $22,500 | Additional cash for Chair responsibility . |
| Compensation & Human Capital Committee Chair fee | $17,500 | Additional cash for Chair responsibility . |
| Nominating & Governance Committee Chair fee | $17,500 | Additional cash for Chair responsibility . |
| Independent Chairman premium (cash) | $62,500 | Additional cash for Chair . |
- Laschinger will receive the standard annual cash retainer promptly following election; compensation aligns with normal non-employee director arrangements described in the 2025 proxy .
Performance Compensation
| Equity Award Feature | Detail | Evidence |
|---|---|---|
| Annual RSU grant (non-management director) | $155,000 grant date fair value (2024 reference) | Standard program level; awards granted as RSUs . |
| Independent Chairman premium (RSUs) | Additional $62,500 RSU grant value (2024 reference) | Applies to independent Chair, not Laschinger . |
| Vesting schedule | RSUs vest one business day prior to the next annual meeting | Time-vested; no performance metrics . |
| Dividend equivalents | Accrued during vesting period; paid in cash at vesting | RSUs do not carry voting rights while unvested . |
| Deferral | Directors may elect to defer receipt of RSUs until leaving the Board or a later date | Equity deferral permissible . |
- Laschinger will receive an RSU award promptly following election under the standard non-employee director program; the company did not disclose her specific 2025 grant value or share count .
Other Directorships & Interlocks
| Company | Relationship to ITT | Potential Interlock/Conflict |
|---|---|---|
| Kellanova | No disclosed customer/supplier ties to ITT in filings | None disclosed . |
| Stanley Black & Decker | Tools & outdoor products; no disclosed ITT transactional ties | None disclosed; SWK 8-K affirms no Item 404(a) transactions for Laschinger at SWK . |
| Dollar Tree | Retail; no disclosed ITT ties | None disclosed . |
- ITT 8-K states Laschinger and her immediate family have no transactions requiring disclosure under Item 404(a) with ITT .
Expertise & Qualifications
- Global industrial operations, product management, and distribution leadership; demonstrated turnarounds of underperforming business units .
- M&A and integration experience across U.S., Europe, and Asia .
- Education: BBA (University of Wisconsin), MBA (University of Connecticut), postgraduate executive management (Northwestern Kellogg) .
- Advisory: Member, Executive Advisory Council for Apollo Global Management .
Equity Ownership
| Policy/Disclosure | Detail |
|---|---|
| ITT stock ownership guidelines | Non-management directors must achieve ownership equal to 5x annual cash retainer within five years; must hold shares from RSUs until guidelines are met . |
| Hedging and speculative trading | Prohibited for directors (short sales, leveraged options, etc.) . |
| ITT beneficial ownership | Not disclosed for Laschinger as a newly elected director in 2025 . |
| SWK Form 3 (reference) | Initial statement of beneficial ownership shows 0 SWK common shares as of Nov 6, 2025 . |
Governance Assessment
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Positive signals:
- Independence affirmed; no related-party transactions with ITT; assignment to CHC aligns with her human capital and operational background .
- Standard, shareholder-aligned director pay mix (cash retainer plus time-vested RSUs), robust ownership guidelines (5x retainer), and hedging prohibitions support alignment .
- ITT’s governance framework features independent committees, regular executive sessions, and independent compensation advice via Pay Governance .
-
Monitoring items:
- Multiple board commitments across 2025 (ITT, Kellanova; SWK added Nov 1, 2025; Dollar Tree referenced in May 2025) increase time demands; ongoing evaluation of attendance and engagement will be important as ITT discloses future meeting attendance data .
- No performance-conditioned equity for directors (time-based RSUs) is standard practice, but investors should track whether CHC chair and committee fees evolve and whether RSU values change year-over-year .
-
Shareholder sentiment context:
- 2025 Annual Meeting results show strong director election support and 2024 NEO say‑on‑pay approval of 66.96% for/7.08% against, providing a baseline for engagement expectations; future proxy will reveal any investor feedback trends affecting CHC oversight .