Shirin O'Connor
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
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Air Products and Chemicals, Inc. | VP, Global Engineering; Global Procurement; Quality/Continuous Improvement | 2020–2022 | Led global engineering/procurement and quality functions |
| Fluor Corporation | VP, Project Director – Energy & Chemicals; Director of Engineering (Americas); Project Director | 2005–2020 | Directed mega-capital projects; oversaw engineering in Americas |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Microsoft Corporation | Corporate Vice President – Engineering, Procurement, and Construction | 2022–present | Non-director operating role at a public company; no MYRG related-party transactions disclosed |
| Professional Credentials | Registered Professional Engineer | — | PE credential; EE degrees from Clemson and University of South Carolina |
Board Governance
| Attribute | Details |
|---|---|
| Independence | Independent director; Board determined independence in annual review |
| Committees | Compensation Committee (Chair, appointed Feb 19, 2025); NESG Committee member; not on Audit |
| Attendance | 2024 meeting attendance 100%; Board/committee aggregate attendance 100% |
| Board Structure | All committees 100% independent; separate Chair/CEO; executive sessions without management |
| Overboarding Policy | Directors limited to ≤3 other public boards; all directors compliant |
| Say-on-Pay Support | 2024 Say-on-Pay approved by >94% of votes; program overseen by Compensation Committee |
| Consultant Use | Compensation Committee engages Mercer; no conflicts identified |
Fixed Compensation (Director)
| Component | Amount/Terms | 2024 O’Connor Specifics |
|---|---|---|
| Annual Cash Retainer | $80,000 | Fees earned $80,000 |
| Committee Chair Retainer | Compensation Chair: $15,000; Audit Chair: $20,000; NESG Chair: $12,500 | Became Compensation Chair Feb 19, 2025 (policy rate applies prospectively) |
| Board Chair Retainer | $50,000 (in addition to director retainer) | Not applicable |
| Meeting Fees | Above-included meetings: $2,000 in-person; $1,000 telephonic | As applicable per policy |
| Annual Equity Grant | $110,000 in time-based RSUs; Board Chair additional $50,000 RSUs | Granted 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)
| Element | Terms |
|---|---|
| Performance-Conditioned Director Pay | None disclosed; annual director equity is time-based RSUs (no performance metrics) |
Other Directorships & Interlocks
| Company | Role | Type | Notes |
|---|---|---|---|
| None | — | Public company directorships | “Other Public Directorships: None” |
| Microsoft Corporation | Corporate VP (operating role) | Potential interlock review consideration | No 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
| Metric | Value |
|---|---|
| Common Stock Owned | 5,392 shares |
| RSUs Vesting ≤60 Days (as of Feb 28, 2025) | 668 units (Apr 24, 2025 vest) |
| Total Beneficial Ownership | 6,060 shares |
| Ownership % of Shares Outstanding | <1% (based on 16,138,503 shares) |
| Director Ownership Guideline | 4× annual cash retainer; retention until met |
| Current Ownership Multiple | 13.7× ($1,096,981 guideline value) |
| Hedging/Pledging | Prohibited 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 .