Ann Savage
About Ann Savage
Ann E. Savage, age 68, joined the JBT Marel Corporation Board on January 2, 2025 as part of the Marel transaction and is an independent director serving on the Audit Committee . She brings over 40 years of food industry experience in manufacturing, food safety, quality, HSE, and sustainability from leadership roles at Bakkavor Group plc and Gousto (SCA Investments Ltd.) and previously served on the Marel hf. board (2013–2025) with Audit and Remuneration committee experience . The Board determined all Audit Committee members, including Ms. Savage, meet SEC “audit committee financial expert” criteria and NYSE independence requirements .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bakkavor Group plc | Group Technical Director; Management Board member; responsible for Food Safety & Quality, H&S and Sustainability across UK/USA/China and manufacturing excellence | 2004–2017 | Led technical/food quality and safety programs at a global prepared foods manufacturer |
| Gousto (SCA Investments Ltd.) | Head of Food Technical, Food Safety and Risk Management | 2018–2021 | Oversight of food safety and technical risk for a meal-kit company |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Marel hf. (Nasdaq Iceland) | Director | 2013–2025 | Audit Committee member (2020–2025); Remuneration Committee member (2014–2020) |
No other public company directorships are disclosed for Ms. Savage in the 2025 proxy .
Board Governance
- Committee assignments (JBT Marel): Audit Committee member; committee held 8 meetings in 2024; current chair is Barbara L. Brasier . Ms. Savage’s Audit Committee membership is current; the 2024 meeting count reflects prior-year activity before her appointment in 2025 .
- Independence: The Board determined Ms. Savage is independent under NYSE, SEC, and Nasdaq Iceland standards, and that all Audit Committee members meet enhanced independence and “audit committee financial expert” criteria .
- Board structure and effectiveness context: 10 directors, 9 independent; regular executive sessions of independent directors; separation of Chair and CEO roles .
- Board/committee attendance: The Board met 12 times in 2024; all incumbent 2024 directors met at least 75% attendance (Ms. Savage joined in 2025, so 2024 attendance does not apply) .
Fixed Compensation
Director compensation structure (applies to non-employee directors; Ms. Savage joined in 2025, so 2024 table excludes her):
- Annual retainer: $95,000; directors can elect 0%, 50%, or 100% in RSUs (balance in cash) .
- Annual non-retainer RSU grant: $145,000 (granted May 1, 2024; vests in one year) .
- Chair fees: Audit Chair $20,000; Compensation & HR Chair $15,000; Governance & Sustainability Chair $15,000; Non-Executive Chair $120,000; no per-meeting fees .
- Expense reimbursement for reasonable incidentals related to board service .
| Component | Amount/Terms | Notes |
|---|---|---|
| Annual Retainer | $95,000; elective RSU deferral option | RSUs from retainer vest in May 2025 for 2024 cycle |
| Annual RSU (non-retainer) | $145,000 | Granted May 1 annually; 1-year vest |
| Chair fees | $20k Audit; $15k Comp/HR; $15k Gov/Sust; $120k Chair of Board | Added to cash or retainer mix per role |
| Meeting fees | None | No per-meeting fees |
| Expenses | Reimbursed reasonable incidentals | Travel/education related to board duties |
2024 Director Compensation Table lists paid amounts for then-serving directors; Ms. Savage is not included because she was appointed January 2, 2025 .
Performance Compensation
- Non-employee director pay is not performance-based; equity grants are time-vested RSUs (no performance metrics). Unvested RSUs accelerate on death/disability or if not assumed at change-in-control; otherwise subject to service-based vesting .
Other Directorships & Interlocks
- Interlocks/conflicts: The Governance & Sustainability Committee reviews directors’ outside board service and annually evaluates independence and potential conflicts; no related-party transactions or independence-impairing relationships were identified for current non-employee directors, including Ms. Savage .
- Context: Ms. Savage served on Marel’s board until 2025; JBT completed its combination with Marel on January 2, 2025. The Board expanded and appointed four former Marel directors (including Ms. Savage) effective upon closing . Independence review found no transactions/relationships compromising independence .
Expertise & Qualifications
- Food safety, quality, HSE, sustainability leadership with 40+ years in the food industry; prepared foods manufacturing expertise (Bakkavor) and digital/meal-kit operations (Gousto) .
- Audit/Remuneration committee experience at Marel; designated as meeting “audit committee financial expert” criteria through the Board’s determination that all Audit Committee members meet SEC/PCAOB standards .
Equity Ownership
| Holder | Shares Beneficially Owned (3/18/2025) | % of Class |
|---|---|---|
| Ann E. Savage | 0 | * (<1%) |
- Director ownership guidelines: 5x annual retainer ($95k) within five years of appointment; directors in-scope are in compliance. Directors may defer RSU distribution until separation from Board. Unvested RSUs settle upon death/disability or change-in-control (if not assumed) .
- Hedging/pledging: Prohibited for directors and employees (no hedging, short sales, options, or pledging/margin) .
Governance Assessment
Strengths
- Independent Audit Committee member with “audit committee financial expert” status; strengthens financial oversight, controls, and risk management at a critical integration juncture post-Marel combination .
- Deep, directly relevant food safety/quality and prepared foods manufacturing experience; aligns with JBT Marel’s end markets and risk profile .
- Robust board practices: majority independence (9/10), regular executive sessions, separated Chair/CEO, director education, strong committee charters .
Watch items and potential investor perception risks
- Ownership alignment: Ms. Savage reported 0 beneficially owned shares as of March 18, 2025; while typical for a newly appointed director, investors may watch for progress toward 5x retainer ownership within the 5-year window .
- Legacy board ties to Marel: Although independence was affirmed and no related-person transactions were reported, prior service on Marel’s board could warrant ongoing monitoring for perceived conflicts during integration; the Board’s annual independence and related-party review mitigates this risk .
RED FLAGS
- None disclosed: No related-party transactions >$120,000 in 2024; independence confirmed; hedging/pledging prohibited; no compensation interlocks involving Ms. Savage are reported .