Kimberly A. Kuryea
MANHATTAN ASSOCIATESAbout Kimberly A. Kuryea
Kimberly A. Kuryea is an independent Class III director of Manhattan Associates, serving since 2022; she is nominated for re‑election with a new term expiring in 2028. She is 58, currently serves on the Audit Committee, has been designated an “audit committee financial expert,” and is a Certified Public Accountant (Virginia). Professionally, she is Senior Vice President and Chief Financial Officer of General Dynamics Corporation, with prior roles including CHRO and Controller, bringing deep accounting, finance, governance, and executive compensation expertise to the Board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| General Dynamics Corporation | Senior Vice President, Chief Financial Officer | Current | Public company CFO; finance leadership; SEC reporting; ESG and governance experience |
| General Dynamics Corporation | Chief Human Resources Officer and SVP, Administration | 2017 – Feb 2023 | Executive compensation, human capital strategy |
| General Dynamics Corporation | Vice President, Controller | 2011 – 2017 | Financial reporting, internal controls |
| General Dynamics Corporation | VP, CFO, Advanced Information Systems | 2007 – 2011 | BU finance leadership |
| General Dynamics Corporation | Staff VP, Internal Audit | 2004 – 2007 | Internal audit leadership |
| General Dynamics Corporation | Director, Financial Planning & Analysis | 2000 – 2004 | Corporate FP&A |
| Arthur Andersen | Audit Senior Manager; prior roles | 1989 – 2000 (Senior Manager 1997–2000) | External audit; CPA (VA) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Other public company boards | None | — | “Other Public Company Boards: None” for Ms. Kuryea |
Board Governance
- Independence: Independent director; Board is majority independent, and all committees are fully independent .
- Committee assignments: Audit Committee member; not a chair .
- Audit committee financial expert: Board determined Ms. Kuryea meets SEC “audit committee financial expert” criteria .
- Attendance and engagement: All directors attended 100% of Board and committee meetings on which they served in 2024; Board met 5 times, Audit met 4 times .
- Election/tenure: Director since 2022; Class III term expires at 2025 meeting; nominated for re‑election to a term expiring 2028 .
- Executive sessions: Independent directors hold sessions without management; committees also meet without management .
Fixed Compensation (Director Pay)
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual Board cash retainer (non‑chair) | $60,000 | Paid quarterly |
| Audit Committee membership fee | $10,000 | Paid quarterly |
| Total cash fees (2024 actual) | $70,000 | Matches director compensation table |
| Annual equity grant (RSUs) | $260,054 grant date fair value | Granted 5/11/2024; vests at earlier of 1‑year or next annual meeting |
| RSU count | 1,154 units (=$260,000 ÷ $225.35) | Based on 5/11/2024 closing price $225.35 |
| 2024 total director compensation | $330,054 | Cash $70,000 + Stock $260,054 |
- Structure: Non‑employee director program comprises fixed cash retainers (board and committee) and annual RSUs; no meeting fees disclosed .
- Equity vesting: Annual RSUs vest on earlier of first anniversary or next annual meeting; settled 1 share per RSU .
- Ownership alignment: Director ownership guidelines require 5× annual base cash retainer within 5 years; as of the Record Date, each non‑executive director met guidelines .
Performance Compensation
| Item | Status | Notes |
|---|---|---|
| Performance‑linked director pay elements (PSUs/options) | Not utilized | Annual director equity awards are time‑based RSUs; no disclosed performance metrics for director equity |
Other Directorships & Interlocks
- Other public boards: None .
- Compensation Committee interlocks: Company discloses no interlocking relationships requiring disclosure .
- Related‑party transactions: None requiring disclosure since January 1, 2024 .
Expertise & Qualifications
- Audit and finance leadership (public company CFO), corporate governance, executive compensation; SEC-designated audit committee financial expert .
- CPA (Virginia) .
- Broad operating experience across finance, internal audit, FP&A, and HR at a Fortune 100 company .
Equity Ownership
| Measure | Amount | Notes |
|---|---|---|
| Beneficial ownership (common shares) | 3,603 shares | As of Feb 28, 2025 |
| Unvested director RSUs (outstanding) | 1,154 units (not included in beneficial ownership total) | From 2024 grant; unvested as of 12/31/2024 |
| Ownership as % of outstanding | <1% | Company had 60,684,512 shares outstanding 2/28/2025 |
| Hedging/pledging | Prohibited (hedging and significant pledging) | Insider trading policy |
| Director ownership guidelines | 5× annual base cash retainer; met as of Record Date | Compliance confirmed across non‑exec directors |
Governance Assessment
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Strengths:
- Independent Audit Committee member with audit committee financial expert designation enhances financial oversight and credibility with investors .
- Perfect attendance record and fully independent committee structure support effective board functioning .
- Director pay mix is equity‑heavy (approximately $260k stock vs $70k cash in 2024), aligning with shareholder interests; strong ownership guidelines met by all non‑exec directors .
- No related‑party transactions or compensation committee interlocks disclosed; robust clawback, anti‑hedging/pledging policies in place .
-
Potential conflicts/considerations:
- Executive role at General Dynamics creates outside commitments; however, no related‑party dealings disclosed with Manhattan Associates .
- No other public company directorships reduce interlock/conflict risk but also limit external market cross‑pollination .
-
Shareholder signals:
- Prior Say‑on‑Pay support at ~93% in 2024 indicates overall investor alignment with compensation governance practices (context for board oversight) .
RED FLAGS: None identified for Ms. Kuryea based on proxy disclosures (no attendance issues, no related‑party transactions, no interlocks, and strong policy framework) .