Julia S. Johnson
About Julia S. Johnson
Julia S. Johnson is an independent director of Lumentum Holdings Inc. (LITE), serving since November 2017. She is 59, with three decades of experience in product management, development, and operations across leading technology companies; she was recognized as one of Crain’s 2020 Notable Women of STEM . Her education includes an M.S. in Business Management (MIT Sloan), an M.S. in Materials Science & Engineering (MIT), and an A.B. in Math/Physics (Albion College) . Her board tenure is eight years, and she is designated independent under Nasdaq standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Zebra Technologies | SVP & GM, Mobile Computing; VP & GM, Mobile Computing; VP Product Mgmt, Portfolio & Strategy | Apr 2023–Jan 2025; Jan 2022–Apr 2023; Aug 2019–Jan 2022 | Led mobile computing product strategy and operations |
| Verifone | SVP, Product Management & Marketing | Mar 2017–Oct 2018 | Led product and marketing for payments technology |
| Lenovo | Corporate VP, Product Management | 2014–2016 | Product portfolio leadership in PCs and mobile |
| Corporate VP, Product Management | 2012–2014 | Product leadership in consumer technology | |
| Motorola | VP, Product Management | Prior to 2012 | Telecom product management |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Superconductor Technologies, Inc. | Director | Oct 2018–Sep 2021 | Prior public company board service |
| Current public company boards | — | — | None |
Board Governance
- Committee assignments: Audit Committee member and Governance Committee Chair .
- Independence: Board determined she is independent under Nasdaq rules .
- Attendance: Each director attended 100% of board and committee meetings in FY2025; board held 15 meetings, Audit 8, Compensation 10, Governance 4 . Independent directors meet regularly without management present .
- Board leadership: Independent Chair (Penelope A. Herscher); majority voting; annual election of all directors .
Fixed Compensation
| Component | FY2025 Amount | Detail |
|---|---|---|
| Annual Board Cash Retainer | $85,000 | Outside Director annual fee |
| Governance Committee Chair Fee | $15,000 | Annual chair retainer |
| Total Cash Fees Paid | $100,000 | Reported FY2025 cash compensation |
| Annual RSU Award | $220,000 | Granted upon election at annual meeting; vests by next annual meeting or one year |
| Reported Stock Award (Grant-Date Fair Value) | $269,844 | FY2025 director equity compensation |
| Total FY2025 Compensation | $369,844 | Sum of cash and stock |
Program features:
- Initial RSU for new outside directors: $100,000, vesting over three years .
- Meeting fees: $3,000 only for board meetings beyond 18 per year .
- Director equity award limit: $500,000 annually under the 2015 Plan; proposed increase to $750,000 under the 2025 Plan .
Performance Compensation
| Award Type | Performance Metrics Tied | Vesting Schedule | Notes |
|---|---|---|---|
| Annual RSU (Directors) | None disclosed | Vests by next annual meeting or one year | Time-based; outside directors do not receive performance-based awards |
| Initial RSU (Directors) | None disclosed | Three annual installments | Time-based alignment |
Change-in-control and clawbacks:
- Outside director RSU treatment on change in control governed by plan terms; unvested RSUs vest on retirement .
- 2025 Equity Plan prohibits repricing/exchange, includes minimum vesting, double-trigger change-in-control (only unassumed awards accelerate), no dividends on unvested awards, no tax gross-ups, and robust forfeiture/clawback provisions aligned with SOX/Dodd-Frank .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None |
| Prior public company boards | Superconductor Technologies, Inc. (Director, Oct 2018–Sep 2021) |
| Committee consultant independence | Semler Brossy engaged by Compensation Committee; determined independent, no conflicts |
| Related-party transactions | None >$120,000 involving directors or their immediate family in last fiscal year |
Expertise & Qualifications
- Technical and operations leadership in consumer tech and mobility; strong product management background .
- Recognized as Crain’s 2020 Notable Women of STEM .
- Education: M.S. (MIT Sloan), M.S. (MIT Materials Science & Engineering), A.B. (Albion College) .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Total beneficial ownership | 18,724 shares | As of Aug 29, 2025; <1% of shares outstanding |
| RSUs held (as of FY-end) | 3,313 RSUs | As of Jun 28, 2025 |
| Ownership % | <1% | Based on 70,843,924 shares outstanding |
| Stock ownership guidelines | 5x annual cash retainer for directors; counts include owned shares and RSUs/options within 60 days | |
| Guideline compliance | All continuing directors in compliance or on track at FY2025 year-end | |
| Hedging/pledging | Insider Trading Policy applies to directors; company discloses prohibition on hedging/pledging for executive officers |
Governance Assessment
- Strengths: Independent status; Governance Committee Chair and Audit Committee member; 100% meeting attendance; independent Chair; majority voting; robust director ownership requirements and compliance; no related-party transactions reported; equity plan governance (no repricing, double-trigger CIC, clawbacks) .
- Compensation alignment: Director pay combines cash retainer and time-based RSUs; governance chair fee modest; equity sized at $220,000 annually; no performance metrics for directors (common market practice) .
- Shareholder sentiment: Say-on-pay approval of 94.8% in Nov 2024 signals constructive investor engagement and alignment on compensation frameworks (for executives; supportive governance backdrop for the board) .
- Potential red flags: None evident—no attendance shortfall, no related-party transactions, no disclosed hedging/pledging violations, and no delinquent Section 16 filings noted for Johnson .
Implications: Johnson’s governance profile supports board effectiveness—her dual role as Governance Chair and Audit member, combined with full attendance and independence, indicates strong oversight. Lack of other public boards reduces interlock/conflict risk. Ownership guidelines and RSU holdings enhance alignment with long-term shareholder value .