Debora Plunkett
MERCURY SYSTEMSAbout Debora Plunkett
Debora A. Plunkett (age 65) is an independent director of Mercury Systems (MRCY) since 2021, with a four-year board tenure as of FY2025 . She is a 31-year veteran of the National Security Agency, serving as Director of Information Assurance from April 2010 to November 2014 and advising Executive Branch leaders on cybersecurity; she has been recognized with NSA Distinguished Service and Exceptional Civilian Service awards and Presidential Rank Awards from Presidents Obama and George W. Bush . Plunkett currently serves on the boards of CACI International, Nationwide Mutual Insurance Company, and BlueVoyant, and is a professor in the University of Maryland’s cybersecurity graduate program .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| National Security Agency (NSA) | Director of Information Assurance | Apr 2010–Nov 2014 | Led global information assurance/cyber defense; conceived National Cyber Security Assistance Program |
| National Security Council (White House) | Senior roles (Clinton and George W. Bush administrations) | Not disclosed | Developed and directed U.S. cybersecurity policies and programs |
| Harvard Kennedy School, Belfer Center | Senior Fellow | 2017–2023 | Public policy/cybersecurity fellowship |
External Roles
| Organization | Role | Tenure | Sector/Notes |
|---|---|---|---|
| CACI International Inc. (CACI) | Director | 2018–present | Government services; defense sector adjacency |
| Nationwide Mutual Insurance Company | Director | Current | Insurance; mutual company (private) |
| BlueVoyant | Director | Current | Cybersecurity (private) |
| University of Maryland | Professor (Cybersecurity Graduate Program) | Current | Academic appointment |
| J.C. Penney Company, Inc. (JCP) | Director | 2017–2020 | Prior public board; retail |
Board Governance
- Committee assignments: Audit Committee (Member), Nominating & Governance Committee (Member), Government Relations Committee (Member) .
- Independence status: Board determined Plunkett meets Nasdaq and SEC independence standards; “financially literate” under SEC rules .
- Attendance and engagement: Board met 12 times in FY2025; all directors attended at least 75% of Board and committee meetings on which they served; independent directors held five executive sessions without management .
- Shareholder meeting: All directors then in office attended the 2024 Annual Meeting of Shareholders .
- Skills and tenure: Skills matrix highlights senior leadership, technology/defense industry, governance, risk management, finance/accounting, operations/strategy, regulatory (A&D), talent management, M&A; Mercury tenure 4 years; currently on 1 other public board .
| Committee | Role | FY2025 Meetings | Notes |
|---|---|---|---|
| Audit Committee | Member | 8 | Audit Committee report confirms full-year service; “financially literate” |
| Nominating & Governance | Member | 7 | Governance oversight focus |
| Government Relations | Member | 3 | Policy/government engagement oversight |
Fixed Compensation (Director)
| Component | FY2025 Amount | Notes |
|---|---|---|
| Annual cash retainer | $65,000 | Standard non-employee director retainer paid quarterly |
| Fees earned (actual) | $65,000 | Plunkett’s FY2025 reported cash compensation |
| Committee chair fees | None | Not a committee chair in FY2025 |
Performance Compensation (Director)
Directors receive time-based equity; no performance-tied metrics (e.g., TSR or EBITDA goals) are disclosed for non-employee director equity grants .
| Grant Type | Grant Date | Shares/Units | Grant-Date Fair Value | Vesting/Deferral Terms |
|---|---|---|---|---|
| Deferred Share Units (annual director grant) | Oct 23, 2024 | 4,832 | $163,322 | Annual RSUs generally vest at first anniversary; if elected as DSUs, they convert to shares upon termination of Board service (not upon vesting) |
| Director Equity Policy | FY2025 policy | N/A | $175,000 (policy amount) | Annual RSU award equal to $175,000 divided by 30-day average closing price; vests on first anniversary; new director initial RSU grant $225,000 (two-year vesting 50/50) |
| Compensation Deferrals | FY2025 policy | N/A | N/A | Directors may annually elect to defer equity into DSUs (convert at termination) and defer cash retainer into DSUs (fully vested upon grant; convert at termination) |
Other Directorships & Interlocks
| Company | Relationship to MRCY | Potential Interlock Risk |
|---|---|---|
| CACI International Inc. (CACI) | Director | Sector adjacency in defense/government services; no related-person transactions disclosed in MRCY proxy |
| Nationwide Mutual Insurance Company | Director | Insurance; no related-person transactions disclosed |
| BlueVoyant | Director | Cybersecurity; no related-person transactions disclosed |
| J.C. Penney Company, Inc. (prior) | Director (2017–2020) | Retail; historical service |
Expertise & Qualifications
- Cybersecurity and national security expertise from 31 years at NSA; advised DoD and National Security Council; media and keynote presence underscores domain leadership .
- Board skills matrix indicates broad competencies across governance, risk, finance/accounting, regulatory (A&D), operations/strategy, and M&A, supporting committee effectiveness .
- Audit Committee “financially literate” designation under SEC rules, enhancing financial oversight quality .
Equity Ownership
| Category | Amount |
|---|---|
| Common shares owned directly | 11,339 |
| RSUs/DSUs outstanding (beneficial ownership calc) | 4,832 |
| Total beneficial ownership | 16,171 |
| Percent of class | <1% |
| Aggregate unvested stock awards (June 27, 2025) | 4,832 |
| Director ownership guideline | 5× annual cash retainer within 5 years; all non-employee directors in compliance |
Governance Assessment
- Board effectiveness: Plunkett brings deep cyber/national security expertise beneficial to Mercury’s defense/technology exposure; active service on Audit, Nominating & Governance, and Government Relations aligns with her skill set and supports oversight breadth .
- Independence and attendance: Confirmed independent and financially literate; Board met 12 times with all directors ≥75% attendance; five independent director executive sessions indicate robust independent oversight culture .
- Compensation alignment: Director pay is standard mix of cash retainer and time-based equity; her FY2025 compensation ($65,000 cash, $163,322 DSUs for 4,832 units) is within policy parameters and includes optional deferral to DSUs—no performance pay or options that could misalign incentives .
- Ownership alignment: Beneficial ownership of 16,171 shares and compliance with 5× retainer guideline supports “skin-in-the-game” alignment; no pledging or related-party transactions disclosed in proxy .
- Conflicts and related-party exposure: Despite sector adjacency via CACI, the proxy states Mercury’s Audit Committee reviews related-person transactions and none are disclosed for Plunkett; this reduces conflict risk concerns .
RED FLAGS: None disclosed in proxy regarding related-party transactions, attendance shortfalls, equity repricing, option grants, or hedging/pledging by Plunkett .