Marie Ffolkes
MASCO CORP /DE/About Marie A. Ffolkes
Independent director at Masco Corporation since 2017; age 53. She is currently Managing Partner at GenNx360 Capital Partners (industrial-focused PE), with prior operating leadership across industrials and global manufacturing. She chairs Masco’s Corporate Governance and Nominating Committee and is designated independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| TriMark USA, LLC | Chief Executive Officer | 2020–2021 | Led operational profitability and strategy implementation |
| Air Products & Chemicals, Inc. | President, Industrial Gases, Americas | 2015–2020 | P&L leadership across global manufacturing operations |
| Tenneco | Global VP & GM, Ride Performance Group | 2013–2015 | Advanced product/manufacturing leadership |
| Tenneco | VP & GM, Global Elastomers | 2011–2013 | Managed global industrial operations |
| Johnson Controls (Automotive) | VP & GM South America Region | 2010–2011 | Regional leadership (Brazil, LATAM) |
| Johnson Controls | VP & GM, Hyundai-Kia Customer BU | 2008–2010 | OEM customer operations leadership |
| Johnson Controls | Global Vice President, Japan | 2006–2008 | Senior leadership in Japan |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| GenNx360 Capital Partners | Managing Partner | Since 2023 | PE investing in industrial/business services |
| Axxelist, LLC | Founder & CEO | Since 2021 | Private technology real estate company |
| Valero Energy Corporation | Director (public company board) | Since 2022 | Current public-company directorship |
Board Governance
- Committee assignments: Chair, Corporate Governance & Nominating Committee; committee comprised entirely of independent directors and met 5 times in 2024 .
- Independence: Classified as “Independent” director; committee member independence affirmed across Audit, Compensation, and Governance Committees .
- Attendance and engagement: Board held six meetings in 2024; each director attended at least 75% of their Board and applicable committee meetings, and all then-serving directors attended the 2024 Annual Meeting .
- Governance Committee remit under her chairship includes board composition/refreshment, director independence, committee appointments, director compensation recommendations, political contributions oversight, and governance guidelines updates .
- Director commitments oversight: Directors must notify Governance Chair before joining other for-profit boards; committee evaluates overboarding risks .
Fixed Compensation
| Component | Amount | Details |
|---|---|---|
| Annual Cash Fees (2024) | $148,750 | Actual cash fees earned by Marie Ffolkes in 2024 per proxy Director Compensation Table |
| Annual Equity Retainer (RSUs) | $180,052 | RSUs granted under Non-Employee Director Equity Program; vest in three equal annual installments |
| Committee Chair Retainer (Governance) | $20,000 | Standard annual cash retainer for Governance Committee Chair; program increased to $20,000 in 2024 |
| Meeting Fees | None | No meeting fees paid in 2024 |
| Benefits/Perqs | Matching gifts up to $5,000; product rebates; spouse travel on company aircraft if space available | Applies to non-employee directors generally |
| Stock Ownership Guideline | 5× annual cash retainer within 5 years | Applies to all directors; excludes Chair retainers in calculation |
Performance Compensation
| Performance Pay Component | Metric(s) | Vesting / Payout |
|---|---|---|
| None disclosed for directors | N/A | Director pay at Masco is structured as cash retainer plus time-based RSUs; no director performance metrics or bonus program disclosed |
Other Directorships & Interlocks
| Company | Role | Since | Interlock / Related Party Notes |
|---|---|---|---|
| Valero Energy Corporation | Director | 2022 | No Masco-related person transactions disclosed for 2024; independence affirmed; Board reports no RPTs required in proxy |
- Board independence review disclosed transactions involving other directors’ employers (Brunswick, ITW, Domino’s) and concluded no material interests; no such transactions were disclosed for Ffolkes .
- Related Person Transactions: Policy requires Governance Committee review; proxy reports none required to be disclosed for 2024 .
Expertise & Qualifications
- Business operations and leadership; strategy implementation; driving operational profitability .
- International business experience across China, South Korea, Brazil, Japan, and Europe .
- Manufacturing operations expertise across multiple industrial sectors .
- Talent management and human capital leadership across varied geographies and industries .
Equity Ownership
| Ownership Type | Amount | Notes |
|---|---|---|
| Beneficial ownership (common shares) | 13,473 shares | As of Dec 31, 2024; less than 1% of outstanding |
| Unvested RSUs (director grants) | 5,494 units | As of Dec 31, 2024; vests pro rata over 3 years |
| Hedging/Pledging | Prohibited (no approvals granted) | Directors are prohibited from hedging/pedging company stock unless preapproved; Board reports no approvals |
| Stock Ownership Guideline | 5× annual cash retainer | Director guideline; individual compliance not disclosed |
Governance Assessment
- Strengths: Governance Committee Chair role indicates central influence on board composition, refreshment, independence reviews, and director compensation policy; high engagement with five committee meetings in 2024 and board-wide attendance thresholds met . Independence confirmed, and no related-person transactions disclosed for 2024 .
- Alignment: Director compensation mix emphasizes long-term equity via time-based RSUs alongside cash retainer; director stock ownership guideline of 5× cash retainer supports alignment with shareholders .
- Potential conflicts: Current Managing Partner at a PE firm (GenNx360) increases potential for future conflicts if portfolio companies transact with Masco; however, Masco’s Related Person Transaction Policy requires Governance Committee review, and 2024 proxy reports no transactions requiring disclosure . Hedging/pledging prohibitions reduce misalignment risk .
- Red flags: None evident regarding attendance, say-on-pay, or related-party transactions. Governance modernization initiatives (eliminating supermajority requirements, revising business combination provisions, and phasing to annual director elections) suggest responsiveness to shareholder feedback and improved governance posture . Say-on-pay support at ~91% in 2024 indicates strong investor confidence in compensation oversight processes .