John Stipancich
About John K. Stipancich
Independent director at Mativ (MATV), age 56, serving since 2024. Career includes Executive Vice President, General Counsel and Secretary at Roper Technologies (2016–present), Chief Financial Officer at Newell Brands (2014–2016), and General Counsel at Newell Brands (2009–2014). Designated as an audit committee financial expert; the Board has affirmed his independence under NYSE/SEC standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Roper Technologies, Inc. | EVP, General Counsel & Secretary | 2016–present | Senior legal/executive leadership at a vertical software operator |
| Newell Brands Inc. | Chief Financial Officer | 2014–2016 | Finance leadership at Fortune 500; M&A experience |
| Newell Brands Inc. | General Counsel | 2009–2014 | Corporate legal leadership; international operations oversight (EMEA) |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Roper Technologies, Inc. | EVP, General Counsel & Secretary | 2016–present | Executive role (no public directorship disclosed) |
| Public company directorships (other than MATV) | None disclosed | — | — |
Board Governance
- Committee memberships: Audit Committee member; Nominating & Governance Committee member .
- Committee chairs: None; Audit Chair is John D. Rogers, N&G Chair is Marco Levi, Compensation Chair is Kimberly E. Ritrievi .
- Independence status: Independent director; classified as audit committee financial expert .
- Attendance and engagement: Board met 7 times in 2024; all current directors attended all Board and applicable committee meetings .
- Board leadership: Non-Executive Chair is Dr. Kimberly E. Ritrievi; regular executive sessions of independent directors referenced in governance highlights .
- Overboarding policy: Audit members capped at three public company audit committees; executives capped at two other boards .
Fixed Compensation
| Component | 2024 Amount |
|---|---|
| Cash fees | $46,250 |
| Stock awards (grant date fair value) | $55,000 |
| Total | $101,250 |
- Director program structure (as of September 2024): annual Board retainer $125,000 in stock + $85,000 in cash; Non-Executive Chair cash retainer $100,000; committee cash retainers (Audit: $30,000 Chair / $15,000 member; Compensation: $20,000 Chair / $10,000 member; N&G: $15,000 Chair / $10,000 member). Temporary reversion for Q2–Q4 2025 to prior cash levels ($70,000 cash director retainer; Chair $75,000) .
Performance Compensation
- Non-employee directors receive equity as a stock retainer; no performance-linked metrics (e.g., PSUs) are part of director compensation. Equity retainers are granted per the Outside Directors plan; structure detailed in “Compensation of Directors” .
Other Directorships & Interlocks
- Current public company boards: None disclosed for Stipancich beyond MATV .
- Executive role: EVP, General Counsel & Secretary at Roper Technologies (public) .
- Related-party transactions: Company policy requires Audit Committee review; none participated in since Jan 1, 2024 (no related person transactions) .
Expertise & Qualifications
- Skills matrix indicates Stipancich brings: Strategic Leadership; Audit/Accounting/Financial Statements; M&A/Integration/Transformation; Industrial/Manufacturing Experience; International Experience; Investor Relations; Human Capital; Executive Compensation; Enterprise Risk Management; Legal/Regulatory; ESG/Sustainability .
Equity Ownership
| Holder | Shares Beneficially Owned | Deferred Stock Units | Percent of Class |
|---|---|---|---|
| John K. Stipancich | 6,105 | 0 | * (<1%) |
- Director stock ownership guidelines: directors must hold equity or equivalents equal in value to 5× the annual Board cash retainer within five years; all directors either meet the guidelines or are within the five-year compliance window .
- Quarterly stock retainer: non-employee directors receive stock each quarter (e.g., $31,250 stock in Q1 2025 implied; 4,370 shares based on March 10, 2025 closing price) .
Governance Assessment
- Strengths
- Independence, Audit Committee financial expertise, and dual CFO/GC background—valuable for financial oversight and legal risk management .
- Full Board/committee attendance in 2024; active committee membership (Audit; N&G) .
- Robust governance policies: hedging/pledging prohibition for directors and key executives; majority vote resignation policy; annual evaluations; ERM oversight; executive sessions of independent directors .
- Shareholder alignment signals: strong 2024 say‑on‑pay support (~97% approval); adoption of Dodd‑Frank clawback policy .
- No related-party transactions reported since Jan 1, 2024 .
- Potential red flags
- None disclosed regarding attendance, pledging/hedging, or related-party ties; monitor for any evolving interlocks given executive role at Roper (no transactions reported) .
Overall, Stipancich’s finance/legal depth and audit expertise enhance Board effectiveness in oversight of financial reporting, M&A, and compliance; compensation design and governance policies support investor confidence .