Rita Griffin
About Rita Griffin
Rita Griffin (age 62) is an independent non‑executive director of LyondellBasell Industries N.V. (LYB) since 2023, with 2 years of board service as of March 1, 2025 . She previously served as COO of Global Petrochemicals at BP plc (2015–2020), holds CPA and CMA certifications, and earned a Master of Management from Northwestern University and a BBA in Accounting from Northern Illinois University . She chairs LYB’s Health, Safety, Environmental & Sustainability (HSE&S) Committee and sits on the Compensation & Talent Development (C&TD) Committee, bringing deep health, safety, operations, and transformation expertise from 30+ years in oil, gas, and chemicals .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BP plc | COO, Global Petrochemicals | 2015–2020 | Led strategy execution and major transformation programs across downstream operations |
| BP plc/Amoco/Standard Oil (Indiana) | Various leadership roles (manufacturing, logistics, retail, functions) | Prior to 2015 | Operational leadership and functional oversight in global oil & gas and chemicals |
| Certifications/Education | CPA; CMA; Northwestern MM; Northern Illinois BBA (Accounting) | N/A | Financial rigor and managerial capability credentials |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Royal Mail Group PLC | Non‑Executive Director | 2016–2022 | Oversight of environment strategy/implementation, HSE/security, ethics/compliance, culture/engagement, governance, community engagement, customer satisfaction |
Board Governance
- Committee assignments: HSE&S Committee Chair; C&TD Committee member .
- Independence: Board determined all non‑executive directors (including Griffin) are independent under NYSE rules as of Feb 2025; Griffin is listed “Independent” in nominee matrix .
- Attendance: Board held 7 meetings in 2024; average director attendance was 96%, with each current director attending >80% of Board/committee meetings; HSE&S met 5 times in 2024 (committee attendance 92%); C&TD met 5 times (100%) .
- Board leadership: Independent Chair; executive sessions held at each regularly scheduled Board and committee meeting .
- Director commitments policy: Non‑executive directors limited to ≤4 public boards; mandatory retirement age 75; no term limits, annual evaluations used for refreshment .
- Code of Conduct and compliance: Refreshed Feb 2025; robust whistleblower program (EthicsPoint) .
Fixed Compensation
| Component | Structure | Rita Griffin – 2024 Actual ($) |
|---|---|---|
| Board cash retainer | $115,000 for members | $115,000 included in total cash fees |
| Committee chair cash retainer | HSE&S Chair: $27,500 | $27,500 included in cash fees |
| Committee member cash retainer | C&TD Member: $10,000 | $10,000 included in cash fees |
| Travel fees | $5,000 per intercontinental trip | Included in “All Other Compensation” aggregate |
| Equity retainer (RSUs) | Members: $170,000 grant‑date value | $164,835 RSU grant (2024) |
| Other compensation | Tax preparation/advisory benefits tied to UK/Dutch tax obligations | $24,011 (2024) |
| Total | Cash + Equity + Other | $341,346 (2024 total) |
| Policy notes | No board retainer increases since 2014 (except Chair in 2018 and HSE&S Chair in 2023) | Policy unchanged in Nov 2024 review |
Performance Compensation
| Equity Award | Grant Details | Vesting | Dividends | Rita Griffin – 2024 |
|---|---|---|---|---|
| RSUs (Director) | Annual grant with grant‑date fair value; units set at award | Vests one year from grant date | Cash dividend equivalents paid when dividends are paid | 1,692 RSUs; $164,835 grant‑date fair value (May 2024 cycle) |
Directors do not receive PSUs or options; equity is time‑based RSUs intended to align interests without performance metrics .
Other Directorships & Interlocks
| Type | Company | Current/Former | Notes |
|---|---|---|---|
| Other public boards | None | Current | LYB nominee matrix lists 0 other public boards for Griffin |
| Prior public boards | Royal Mail Group PLC | Former | Role described above (oversight of ESG/HSE/compliance/culture) |
| Related party/interlocks | Access Industries nominations | N/A | Access nominated Benet, Buchanan, Kamsky; Griffin not an Access nominee |
| Transactions via director affiliations | None cited for Griffin | 2024 | Transactions referenced for Buchanan, Dudley, Farley, Kamsky, Karlin; Griffin not listed |
Expertise & Qualifications
- Industry and HSE expertise: Significant leadership in petrochemicals, manufacturing, safety, and operational excellence .
- Finance/controls: CPA and CMA; corporate finance competence and risk management experience .
- Strategy and transformation: Led large‑scale transformations and capital project execution in global businesses .
- Governance: Prior public board experience with comprehensive ESG oversight mandates .
Equity Ownership
| Category | Amount |
|---|---|
| Shares owned | 1,510 shares |
| RSUs vesting within 60 days | 1,692 units |
| Stock options exercisable within 60 days | None |
| Ownership guidelines | Directors must hold ≥6x annual cash retainer ($690,000) before selling; Chair $1,950,000; RSUs count net of estimated taxes (50%) |
| Hedging/pledging policy | Prohibited for directors (no hedging, short sales, options, pledging/margin accounts) |
Governance Assessment
- Board effectiveness: Griffin’s operational and HSE credentials align with her role as HSE&S Committee Chair overseeing safety, sustainability, climate and HSE audit programs—core risks and value drivers for LYB’s industrial footprint . Independence affirmed; strong governance practices (executive sessions, annual evaluations, independent chair) buttress oversight quality .
- Engagement/attendance: Board attendance robust (96% avg in 2024); HSE&S Committee met 5 times with 92% committee attendance overall, indicating high engagement on safety/sustainability oversight; Griffin’s individual attendance is disclosed as >80% along with all directors .
- Alignment and incentives: Director equity is time‑based RSUs (no performance awards), complemented by stringent ownership and anti‑hedging/pledging policies—promoting long‑term alignment and discouraging short‑termism .
- Conflicts/related parties: No related party transactions or Access interlocks identified for Griffin; Board’s related‑party framework and independence review found no impairing relationships for non‑executive directors .
- Shareholder signals: Strong say‑on‑pay votes (98% in 2024) and established compensation governance may support investor confidence in the C&TD Committee’s oversight, where Griffin serves as a member .
RED FLAGS
- None identified specific to Griffin: no related‑party transactions, no hedging/pledging, independence affirmed; committee‑level attendance slightly below 100% (HSE&S aggregate 92%) but Board‑wide engagement remains high .
Section 16(a) compliance note: The company reported timely filings for directors in 2024, except one administrative late filing by another director (Buchanan); no issues flagged for Griffin .