Suzan Kereere
3MAbout Suzan Kereere
Independent director at 3M (MMM) since 2022; currently President, Global Markets at PayPal Holdings, Inc. (since Jan 2024). She is 59 years old and holds a B.A. in Economics from Tufts University and an MBA from Columbia Business School. Her career spans leadership roles at American Express, Visa, and Fiserv, with deep expertise in payments, go-to-market execution, and global commercial operations. She is designated an “audit committee financial expert” on 3M’s Audit Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Fiserv, Inc. | Head, Global Business Solutions; Chief Growth Officer | 2021–2023 | Led global fintech merchant solutions and growth agenda |
| Visa | Global Head, Merchant Sales & Acquiring; Head of European Merchant & Acquiring | 2016–2021 | Led global and regional merchant/acquirer ecosystem |
| American Express | Various leadership roles incl. Head, U.S. National Merchant Business; Global Network Business | 1988–2016 | Built merchant network scale across regions |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| PayPal Holdings, Inc. | President, Global Markets | Jan 2024–present | Executive role (not a director) |
| Grange Insurance Company | Director | Former | Private company board (former) |
| Electronic Transactions Association | Director | Former | Industry association board (former) |
| Alvin Ailey American Dance Theater | Board Trustee | Current | Non-profit governance |
| Code for America | Board Member | Current | Non-profit governance |
Board Governance
- Independence: Affirmatively determined independent under 3M’s Director Independence Guidelines; Audit and Compensation & Talent Committee members receive no compensation from the company other than for director service .
- Committees: Audit Committee (member; designated audit committee financial expert) and Compensation & Talent Committee (member) .
- Meeting load and attendance: Audit (9 meetings in 2024), Compensation & Talent (7 meetings in 2024); overall Board/committee attendance was 97%, and all nominees who were directors during 2024 attended at least 83% of their meetings .
- Executive sessions and board processes: Two executive sessions at each regular Board meeting; all standing committees are fully independent; robust lead independent director authority .
- Shareholder alignment: As a member of the Compensation & Talent Committee, she participated in the Board’s response to a disappointing 2024 say‑on‑pay vote, adopting 3‑year cumulative PSA metrics and a relative TSR modifier beginning 2025—an investor-responsive change .
Fixed Compensation (Non‑Employee Director)
| Component | 2024 Value/Structure | Notes |
|---|---|---|
| Cash fees (retainers/chair fees) | $138,159 (Kereere actual) | Includes annual cash retainer; no chair fees for Kereere in 2024 |
| Equity award (DSUs or shares) | $195,000 grant date fair value (Kereere actual) | All director stock awards vest on grant date; 3M does not grant options to non‑employee directors |
| All other compensation | $819 (Kereere actual) | Product allowance/matching gifts/charitable items per policy |
| Total director comp (2024) | $333,978 (Kereere) | Sum of above |
| Program adjustments (May 2024) | +$10,000 annual stock retainer; +$5,000 annual cash retainer; +$5,000 Lead Independent Director fee | Peer‑aligned; approved by Board based on FW Cook study |
| Role‑based fees (reference) | Lead Independent Director: $45,000; Committee Chair: $25,000 (N&G Chair $20,000) | Not applicable to Kereere in 2024 |
| Holding requirement | Hold‑until‑departure for director stock retainers (shares/DSUs) | Aligns director incentives with long‑term shareholders |
Performance Compensation
| Performance Element | Metrics | Vesting/Pay | Notes |
|---|---|---|---|
| None for non‑employee directors | N/A | N/A | 3M does not use performance‑based pay or options for directors; stock awards vest at grant |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company directorships | None |
| 3M committee interlocks | Compensation & Talent Committee disclosed no interlocks or insider participation requiring disclosure in 2024 |
| Independence and commercial ties | Board reviewed transactions between 3M and companies where directors are officers; all sales/purchases were below 1% of either company’s annual revenue, consistent with independence thresholds |
Expertise & Qualifications
- Payments and fintech operator: Leadership of global merchant ecosystems at American Express, Visa, Fiserv; now leading PayPal’s global markets, indicating strong commercial, risk, and regulatory acumen in transaction platforms .
- Financial oversight: Designated “audit committee financial expert,” strengthening Audit Committee depth during a period of legal and operational complexity .
- Global go‑to‑market and growth: Track record in sales optimization and digital transformation across the U.S., Europe, Asia, and Australia .
- Education: B.A., Tufts; MBA, Columbia Business School .
Equity Ownership
| Holder | Common Stock | Deferred Stock | Total Stock‑Based Holdings | Percent of Class |
|---|---|---|---|---|
| Suzan Kereere | 3,764 | 1,699 | 5,463 | <1% |
- Policy alignment: Directors must retain net after‑tax shares (or equal DSUs) from annual stock retainers until they leave the Board; directors are prohibited from hedging, short sales, margin accounts, standing orders, and pledging 3M shares .
Insider Trades
| Period | Disclosure in Proxy | Notes |
|---|---|---|
| 2024 | No Form 4 transactions for Kereere disclosed in the proxy; 3M states directors complied with Section 16(a) filing requirements (one late RSU filing noted for another officer) | For full Form 4 history, see SEC filings; proxy confirms director compliance in 2024 |
Governance Assessment
- Strengths for investor confidence
- Independent director with dual committee service and audit financial expert designation—a material positive for financial reporting oversight .
- Active on Compensation & Talent Committee that implemented shareholder‑responsive changes (3‑year cumulative PSA period and relative TSR modifier) after a weak 2024 say‑on‑pay result—evidence of board accountability and engagement .
- No other public company boards—low overboarding risk; 3M committees are 100% independent; robust executive sessions .
- Alignment and incentives
- Pays in a cash/equity mix with rigorous hold‑until‑departure requirements; no options or performance awards for directors; actual 2024 total comp $333,978 with $195,000 equity component .
- Holds 5,463 total stock-based units/shares; <1% ownership, consistent with director program; hedging/pledging prohibited .
- Conflicts and red flags
- Potential perceived conflict given her executive role at PayPal; Board’s independence review found any transactions between 3M and companies where directors are officers were below the 1% materiality threshold; no related person transactions were referred in 2024; no compensation committee interlocks .
- Attendance appears satisfactory given Board disclosure (all nominees ≥83% and overall 97%) .
- No hedging/pledging or share‑pledge risks due to policy; no options or repricings for directors .
Overall, governance signals from Kereere’s profile are supportive: deep operating and financial oversight expertise at a complex payments organization, formal audit financial expert designation, and participation in responsive pay governance—all with low interlock and overboarding risk and clean related‑party review under 3M’s policies .