Christina L. Zamarro
About Christina L. Zamarro
Christina L. Zamarro, age 53, is an independent director of L3Harris (LHX) serving since 2022. She is Executive Vice President and Chief Financial Officer of The Goodyear Tire & Rubber Company (since 2023), and on L3Harris’ Board she serves on the Audit and Finance Committees; she is designated an Audit Committee Financial Expert. The Board affirmatively determined she is independent under NYSE and L3Harris standards. Board-level attendance in 2024 was 100% for Board meetings and 99% for committee meetings, with 100% director attendance at the 2024 Annual Meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Goodyear Tire & Rubber Company | EVP & CFO | 2023–present | Corporate finance leadership, capital markets, ERM, IR |
| Goodyear | VP, Finance and Treasurer | May 2020–2022 | Treasury, capital structure, banking relationships |
| Goodyear | VP, Corporate FP&A and IR | 2018–2020 | Planning, analysis, investor communications |
| Goodyear | Multiple roles: VP IR; Assistant Treasurer, Capital Markets & Risk Mgmt; Director, International Finance & Strategy; Senior Manager, Finance & Strategy | 2007–2018 | Strategy, risk, international finance |
| Ford Motor Company | Finance positions | Prior to 2007 | Finance roles (various) |
External Roles
| Company/Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| — | — | — | No current other public company boards listed for Zamarro |
Board Governance
| Item | Detail |
|---|---|
| Committees | Audit (Member; Audit Committee Financial Expert), Finance (Member) |
| Committee meeting frequency (2024) | Audit: 8 meetings; Finance: 2 meetings |
| Independence | Independent (affirmed Feb 2025 review) |
| Board/committee attendance (Board-level, 2024) | Board: 100%; Committee: 99%; Annual Meeting attendance: 100% |
| Executive sessions | Independent directors hold executive sessions at every regularly scheduled Board and committee meeting |
| Overboarding/time commitments | Policy allows executives to serve on no more than one other public board; 2025 review confirmed all nominees were in compliance |
| Ownership/hedging policies | Meaningful stock ownership guidelines; short sales, hedging, and pledging prohibited |
Fixed Compensation
| Component | Amount/Terms |
|---|---|
| Annual cash retainer (Board member) | $150,000 |
| Annual equity retainer (Director Share Units) | $190,000, granted at Annual Meeting; units vest in one year, paid in shares (subject to deferral) |
| Committee chair retainers | Audit Chair: $30,000; Compensation Chair: $25,000; Other Committee Chair: $20,000 (not applicable to Zamarro) |
| Meeting fees | None (no additional fees for meeting attendance) |
| Deferral plan | Directors may defer cash/equity into deferred units with dividend equivalents; change-in-control cash payout equals units × FMV, to extent permitted by tax law |
Director-specific compensation (Fiscal 2024):
| Item | Amount ($) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | 150,000 | Board retainer |
| Stock Awards (grant-date fair value) | 189,836 | Director share units |
| All Other Compensation | 0 | — |
| Total | 339,836 | — |
Performance Compensation
| Element | Design | Metrics | Vesting |
|---|---|---|---|
| Director Share Units (annual grant) | Time-based equity | N/A (no performance metrics for director equity) | Generally fully vest on one-year anniversary of grant; payable in shares; eligible for deferral |
| Change-in-control treatment (deferred units) | Cash-out equal to units × FMV at CIC, if permitted by tax law | N/A | Lump sum at CIC or standard timing if not permitted |
Other Directorships & Interlocks
| Company | Role | Tenure | Committee Positions |
|---|---|---|---|
| — | — | — | No other public company directorships disclosed |
Expertise & Qualifications
- Finance and accounting: corporate finance, M&A, ERM, investor relations; designated Audit Committee Financial Expert
- Capital markets and banking relationships; internal controls oversight
- Large, global public-company operating and strategic experience (Goodyear; prior Ford)
Equity Ownership
| Measure | Value | Notes |
|---|---|---|
| Shares Beneficially Owned | 1,483 | As of Feb 28, 2025 |
| Shares Under Exercisable Options (60 days) | — | None disclosed |
| Total Shares Beneficially Owned | 1,483 | Less than 1% of outstanding |
| Unvested Director Share Units | ~938.05 | As of Jan 3, 2025 (typical for non-employee directors) |
| Deferred Units (Director Plan) | 2,307.33 | As of Jan 3, 2025 |
| Pledged/Hedged Shares | None | Pledging and hedging prohibited; none pledged by directors/executives |
| Stock Ownership Guideline | 5× annual cash retainer (to be met within 5 years of election) | Applies to non-employee directors |
Governance Assessment
- Board effectiveness and independence: Zamarro strengthens financial oversight on Audit and Finance; Audit Committee Financial Expert designation enhances audit quality and ERM oversight; Board-level attendance was strong in 2024.
- Ownership alignment: Holds common shares and a growing balance of deferred and unvested director units; subject to 5× retainer ownership guideline and prohibited from hedging/pledging, aligning with shareholders.
- Conflicts/related-party exposure: No related-person transactions involving Zamarro disclosed; she holds no other public company directorships (reducing interlock risk) and complies with time-commitment limits for executives.
- Compensation structure: Director pay mix balanced between fixed cash and time-based equity with deferral optionality; no meeting fees; change-in-control treatment for deferred units is formulaic, avoiding problematic features.
RED FLAGS
- None disclosed: No pledging/hedging, no related-party transactions, no overboarding, and strong board-level attendance statistics.