Judith Hartmann

About Judith Hartmann

Judith Hartmann (age 55) is an independent director of Marsh McLennan (MMC) since 2023. She is an Operating Partner at Sandbrook Capital and formerly served as Deputy CEO and Group CFO of ENGIE S.A.; she holds a PhD in Economics (Hons) and an MBA from WU University of Business Administration and Economics . Hartmann serves on MMC’s Audit, Finance, and Business Responsibility Committees and is classified as independent under NYSE rules .

Past Roles

Organization	Role	Tenure	Committees/Impact
ENGIE S.A.	Deputy CEO; Group CFO; interim Co‑CEO	2015–2022	P&L responsibility for North America and UK/Ireland; oversaw Procurement and CSR
Bertelsmann SE & Co. KGaA	Chief Financial Officer; Executive Board member	2012–2015	Senior finance leadership at multinational media/services company
General Electric	Multiple finance and operating roles (Global Service; Healthcare; Water EMEA; Healthcare LATAM; GE Germany)	2000–2012	Cross‑regional finance/operations in US, Latin America, Europe
The Walt Disney Company	Finance/operations roles	Not disclosed	Corporate roles prior to GE
Transport Canada	Roles in public sector	Not disclosed	Early career experience

External Roles

Organization	Role	Status/Timing
Sandbrook Capital	Operating Partner	Current
Ørsted A/S	Director	Expected effective April 3, 2025
Unilever PLC	Non‑Executive Director	Past five years
Suez S.A.	Non‑Executive Director	Past five years
Electrabel; International Power; RTL Group; Penguin Random House; Gruner + Jahr	Non‑Executive/Board roles	Prior service

Board Governance

Committee assignments: Audit; Finance; Business Responsibility .
Audit Committee Financial Expert: The Board determined Hartmann meets SEC “audit committee financial expert” qualifications .
Independence: The Board determined all directors other than the CEO are independent under NYSE rules; Hartmann is independent .
Attendance and engagement: The Board held 11 meetings in 2024; average director attendance ~96%; all directors attended at least 75% of Board/committee meetings; all directors attended the 2024 annual meeting .
Executive sessions: Independent directors held six executive sessions in 2024; presided over by the Independent Chair .
Governance environment: MMC maintains an independent Chair and majority voting standard; proxy access (3%/3 years, up to greater of two seats or 20%); special meetings at 20% holders; no poison pill .

Fixed Compensation (Director)

Component	Amount	Notes
Basic annual retainer (independent directors)	$140,000	Paid quarterly; election of cash/stock and deferral available under Directors’ Stock Compensation Plan .
Committee chair supplemental retainers	$20,000–$30,000	Audit Chair $30,000; Compensation Chair $25,000; other committee chairs $20,000; Independent Chair $200,000 .
Judith Hartmann 2024 fees earned	$140,000	MMC disclosure of 2024 independent director compensation .

Performance Compensation (Director)

Equity Grant	Grant Date	Shares	Grant-Date Value	Grant Basis
Annual stock grant (independent directors)	June 1, 2024	971	$200,000	Per-share price $206.055 (avg high/low on May 31, 2024) .

Director stock ownership guideline: Required to hold shares/stock units equal to at least 5x the basic annual retainer; cannot sell until threshold attained .
Hedging/pledging: Prohibited for directors and senior executives .
No meeting fees or non‑chair committee retainers: Compensation structure transparent; no meeting fees/non‑chair committee retainers .

Other Directorships & Interlocks

Company	Relationship to MMC	Potential Interlock/Conflict Notes
Ørsted A/S	External board	Energy sector board role commencing April 2025; MMC’s related person transaction policy governs conflict review; no related‑party transaction disclosed for Hartmann in 2024 .
Unilever PLC; Suez S.A.; others listed	External boards (past)	No MMC related‑party transactions disclosed tied to Hartmann .

Expertise & Qualifications

Skills: Leadership, Financial, International, Business Responsibility, Risk Management (mapped in MMC’s skills matrix and biography) .
Audit oversight: Designated audit committee financial expert; audit committee responsibilities include financial reporting integrity, internal controls, cyber risk oversight, and auditor independence .
Education: PhD (Economics, Hons) and MBA, WU University of Business Administration and Economics .

Equity Ownership

Holder	Total Beneficial Ownership (Shares)	Notes
Judith Hartmann	2,045	Sole voting/investment power; no additional indirect holdings disclosed for Hartmann .

Ownership concentration: No director or named executive officer beneficially owns >1% of MMC; directors/executive officers as a group own ~0.35% .
Guideline compliance: MMC discloses director guideline (5x retainer); individual compliance levels are not disclosed in proxy; hedging/pledging prohibited .

Governance Assessment

Strengths: Independent director with global CFO background and energy transition expertise; sits on Audit (financial expert), Finance, and Business Responsibility committees—aligned with MMC’s risk, capital, and ESG oversight needs . Independent board structure, strong attendance culture, and robust stockholder rights enhance board effectiveness .
Alignment: Director compensation mix balances cash and equity ($140k cash; $200k equity annual grant), with stringent 5x retainer ownership guideline and anti‑hedging/pledging policies supporting long‑term alignment .
Conflicts/related parties: MMC’s Directors & Governance Committee administers a formal related person transaction policy; 2024 disclosures list transactions pertaining to other individuals (NiSource; family employment), with none tied to Hartmann—no red flags noted .
Workload/overboarding: MMC guidelines cap independent directors at four public company boards; Hartmann’s expected Ørsted appointment adds one public board; proxy biography lists other boards primarily as past service—no guideline breach indicated .