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Shirin O'Connor

Director at MYR GROUPMYR GROUP
Board

About Shirin S. O’Connor

Independent director at MYR Group Inc. since 2020; age 61. Currently Corporate Vice President – Engineering, Procurement, and Construction at Microsoft; prior senior leadership at Air Products and Fluor. Registered professional engineer with B.S. and M.S. in Electrical Engineering (Clemson; University of South Carolina). 2024 board and committee meeting attendance 100%; independence affirmed by the Board under Nasdaq standards .

Past Roles

OrganizationRoleTenureCommittees/Impact
Air Products and Chemicals, Inc.VP, Global Engineering; Global Procurement; Quality/Continuous Improvement2020–2022Led global engineering/procurement and quality functions
Fluor CorporationVP, Project Director – Energy & Chemicals; Director of Engineering (Americas); Project Director2005–2020Directed mega-capital projects; oversaw engineering in Americas

External Roles

OrganizationRoleTenureNotes
Microsoft CorporationCorporate Vice President – Engineering, Procurement, and Construction2022–presentNon-director operating role at a public company; no MYRG related-party transactions disclosed
Professional CredentialsRegistered Professional EngineerPE credential; EE degrees from Clemson and University of South Carolina

Board Governance

AttributeDetails
IndependenceIndependent director; Board determined independence in annual review
CommitteesCompensation Committee (Chair, appointed Feb 19, 2025); NESG Committee member; not on Audit
Attendance2024 meeting attendance 100%; Board/committee aggregate attendance 100%
Board StructureAll committees 100% independent; separate Chair/CEO; executive sessions without management
Overboarding PolicyDirectors limited to ≤3 other public boards; all directors compliant
Say-on-Pay Support2024 Say-on-Pay approved by >94% of votes; program overseen by Compensation Committee
Consultant UseCompensation Committee engages Mercer; no conflicts identified

Fixed Compensation (Director)

ComponentAmount/Terms2024 O’Connor Specifics
Annual Cash Retainer$80,000Fees earned $80,000
Committee Chair RetainerCompensation Chair: $15,000; Audit Chair: $20,000; NESG Chair: $12,500Became Compensation Chair Feb 19, 2025 (policy rate applies prospectively)
Board Chair Retainer$50,000 (in addition to director retainer)Not applicable
Meeting FeesAbove-included meetings: $2,000 in-person; $1,000 telephonicAs applicable per policy
Annual Equity Grant$110,000 in time-based RSUs; Board Chair additional $50,000 RSUsGranted 668 RSUs on Apr 24, 2024; grant-date fair value $109,953; one-year vest
Total 2024 Director Comp$189,953 total (cash $80,000; stock $109,953)

Performance Compensation (Director)

ElementTerms
Performance-Conditioned Director PayNone disclosed; annual director equity is time-based RSUs (no performance metrics)

Other Directorships & Interlocks

CompanyRoleTypeNotes
NonePublic company directorships“Other Public Directorships: None”
Microsoft CorporationCorporate VP (operating role)Potential interlock review considerationNo MYRG related-party transactions disclosed; Audit Committee RPT policy in place

Expertise & Qualifications

  • Project leadership on large/mega EPC projects across energy, chemicals, advanced tech, life sciences, mining/metals; strengthens oversight of MYRG’s T&D and C&I project execution risk and cost estimation .
  • Registered professional engineer; electrical engineering B.S./M.S.; technical depth complements board skill mix .
  • Senior global procurement and engineering leadership experience; valuable for governance over incentive design and operational KPIs as Compensation Committee Chair .

Equity Ownership

MetricValue
Common Stock Owned5,392 shares
RSUs Vesting ≤60 Days (as of Feb 28, 2025)668 units (Apr 24, 2025 vest)
Total Beneficial Ownership6,060 shares
Ownership % of Shares Outstanding<1% (based on 16,138,503 shares)
Director Ownership Guideline4× annual cash retainer; retention until met
Current Ownership Multiple13.7× ($1,096,981 guideline value)
Hedging/PledgingProhibited by policy; none of directors’ common stock subject to pledge

Governance Assessment

  • Independence and attendance: Independent under Nasdaq; 2024 attendance 100% → strong engagement and board effectiveness .
  • Committee leadership: Appointed Compensation Committee Chair (Feb 19, 2025); committee engages independent consultant (Mercer) and oversees pay-for-performance architecture, risk assessments, ownership guidelines, and clawback policy — supportive of investor confidence .
  • Shareholder alignment: Director stock ownership guidelines (4× retainer) with retention requirements; O’Connor at 13.7× guideline value; hedging/pledging prohibited .
  • Say-on-Pay signal: 2024 support >94% indicates broad shareholder endorsement of compensation practices overseen by the committee she now chairs .
  • Related-party oversight: Robust RPT policy administered by Audit Committee; no related-party items disclosed for O’Connor — low conflict risk .
  • RED FLAGS: None disclosed for O’Connor (no pledging, no low attendance, no related-party ties); note her senior role at Microsoft warrants ongoing monitoring for potential business interactions, but no transactions disclosed in MYRG filings .