Svafa Gronfeldt
About Svafa Gronfeldt
Dr. Svafa Gronfeldt, age 60, joined the JBT Marel Corporation Board on January 2, 2025 following the combination with Marel. She is a Professor of Practice at MIT and a founding member of MIT’s DesignX innovation accelerator, with prior senior roles at Alvogen (Chief Organizational Development Officer), Actavis Group (Deputy to the CEO), and as President of Reykjavik University. She serves on JBTM’s Audit Committee and was Audit Committee Chair at Marel (2021–2025), bringing organizational design, strategy implementation, and performance-tracking expertise to the Board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alvogen | Chief Organizational Development Officer | Not disclosed | Executive leadership in organizational design; strategy implementation |
| Actavis Group | Deputy to the CEO | Not disclosed | Executive leadership; operational improvement focus |
| Reykjavik University | President | Not disclosed | Academic leadership and governance |
| Marel hf. | Director; Audit Committee Chair | 2021–2025 | Chaired Audit Committee; significant governance oversight |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Massachusetts Institute of Technology (MIT) | Professor of Practice; Founding member, DesignX | 2021–Present | Innovation accelerator governance and venture development |
| Icelandair Group hf. | Board Member | 2019–Present | Audit Committee member since 2019 |
| Embla Medical hf. | Board Member; Vice-Chair | Board: 2008–Present; Vice-Chair: since 2021 | Corporate governance and strategy oversight |
| Origo ehf. (public at the time) | Board Member | 2019–2021 | IT services governance experience |
Board Governance
- Committee memberships: Audit Committee member at JBTM; Audit Committee met 8 times in 2024 and holds private sessions with management, external auditors, and internal audit; all members (including Gronfeldt) meet NYSE/SEC “audit committee financial expert” and independence standards .
- Independence: Board determined Svafa Gronfeldt is independent under NYSE, SEC, and Nasdaq Iceland guidelines .
- Attendance: The Board held 12 meetings in 2024; each incumbent director attended at least 75% of Board and applicable committee meetings. (Gronfeldt joined January 2025; 2024 attendance statistics pertain to incumbents) .
- Executive sessions: Independent directors meet in executive session at each regularly scheduled Board meeting, led by the non-executive Chair .
Fixed Compensation
| Component | Value/Terms | Notes |
|---|---|---|
| Annual cash retainer | $95,000 | Directors may elect 0%, 50%, or 100% of retainer in RSUs; remainder in cash (quarterly) |
| Annual non-retainer RSU grant | $145,000 (May 1, 2024 grant value) | One-year vest; typical annual practice for non-employee directors |
| Committee chair fees | Audit Chair: $20,000; Comp & HR Chair: $15,000; Governance & Sustainability Chair: $15,000 | Paid to chairs; Gronfeldt is not a chair at JBTM |
| Board Chair fee | $120,000 annual (pro-rated) | For the non-executive Chairman |
| Meeting fees | None | Reasonable expense reimbursement permitted |
| Ownership guidelines | 5x annual retainer; 5-year compliance period | Distribution elections allowed; RSUs settle upon death/disability or change-in-control per plan |
Director-specific amounts for 2024 are disclosed for incumbents; Gronfeldt’s 2024 compensation is not shown as she joined in January 2025 .
Performance Compensation
- No director-specific performance metrics disclosed; director equity is in RSUs with time-based vesting. Performance metrics (EBITDA growth, EBITDA margin, FCF, EPS, ROIC, rTSR) apply to executive incentives, not to director compensation .
Other Directorships & Interlocks
| Company | Public/Private | Role | Potential Interlock/Exposure |
|---|---|---|---|
| Icelandair Group hf. | Public (Nasdaq Iceland) | Director; Audit Committee member | No JBTM-related transactions disclosed; independence affirmed |
| Origo ehf. | Public during tenure | Former Director (2019–2021) | No JBTM-related transactions disclosed |
| Embla Medical hf. | Private | Director; Vice-Chair | No JBTM-related transactions disclosed |
Expertise & Qualifications
- Audit leadership: Former Chair of Marel’s Audit Committee (2021–2025); meets “audit committee financial expert” criteria at JBTM .
- Organizational design and scale-up: Senior roles at Alvogen and Actavis focused on organizational design, strategy execution, operational improvement, and performance tracking .
- Academic/innovation: MIT Professor of Practice; founding member of DesignX, with emphasis on technology/service venture development .
- Sector breadth: Governance roles across aviation, healthcare, and IT services; deep food-technology exposure via Marel board .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class |
|---|---|---|
| Svafa Gronfeldt | 0 | <1% (asterisk indicates <1%) |
- Ownership guidelines: Directors must hold 5x the annual retainer within five years of appointment; new directors have a 5-year runway to comply .
- Hedging/pledging: Prohibited for directors and employees under insider trading policy .
Governance Assessment
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Strengths:
- Independence and audit expertise: Board formally determined Gronfeldt is independent; Audit Committee composition satisfies enhanced independence and “financial expert” standards, supporting strong financial oversight .
- Committee engagement: Audit Committee conducts private sessions and oversees external auditor independence, internal controls, risk management (including cybersecurity), and whistleblower procedures; eight meetings in 2024 indicate robust cadence .
- Clear director pay structure and ownership alignment: Balanced cash/equity mix, no meeting fees, modest chair premiums, and 5x retainer ownership guideline enhance alignment; no excise tax gross-ups or poison pill; clawback policy in place .
- Shareholder-friendly practices: Majority voting, annual elections fully effective in 2026, stockholder engagement program, separation of Chair/CEO roles; strong prior say-on-pay support (96.08% in 2024) .
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Watchpoints / RED FLAGS:
- Current ownership: Beneficial ownership reported as 0 shares as of March 18, 2025; while permissible for a newly appointed director, investors may monitor future progress toward the 5x retainer guideline and use of RSU elections to build position over time .
- Related-party exposure: None disclosed for 2024; ongoing vigilance warranted given prior affiliations (e.g., Marel), though Governance and Sustainability Committee independence reviews reported no impairing relationships .
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Conflicts/Related-party transactions:
- Company disclosed no related-party transactions >$120,000 in 2024; Audit Committee oversees any such matters, and the Code of Ethics requires disclosure/recusal where conflicts exist .
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Compensation committee peer group context:
- JBTM’s executive pay peer group includes Marel hf., where Gronfeldt previously served; Board independence assessment found no impairing relationships .
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Attendance/Engagement:
- Board met 12 times in 2024 with all incumbents ≥75% attendance; independent director executive sessions occur after regular meetings, promoting candid oversight (Gronfeldt joined in 2025) .