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Jennifer A. Parmentier

Director at NORDSONNORDSON
Board

About Jennifer A. Parmentier

Independent director at Nordson Corporation since 2020; age 57; Chair of the Board and Chief Executive Officer of Parker-Hannifin Corp. since January 2023, previously COO (Aug 2021–Jan 2023), VP/President Motion Systems (Feb 2019–Aug 2021), VP/President Engineered Materials (Sept 2015–Feb 2019), and GM Hose Products since joining Parker in 2008. Committees at NDSN: Executive; Compensation; Governance and Sustainability (Chair). Brings extensive international operating experience, financial planning, M&A, employee engagement, and governance expertise to NDSN’s board.

Past Roles

OrganizationRoleTenureCommittees/Impact
Parker-Hannifin Corp.Chair & CEOJan 2023–presentLeads global motion control manufacturer; broad cross-industry exposure (mobile, industrial, aerospace).
Parker-Hannifin Corp.Chief Operating OfficerAug 2021–Jan 2023Enterprise operations leadership.
Parker-Hannifin Corp.VP & President, Motion Systems GroupFeb 2019–Aug 2021Group P&L oversight, strategy execution.
Parker-Hannifin Corp.VP & President, Engineered Materials GroupSept 2015–Feb 2019Portfolio management, performance improvement.
Parker-Hannifin Corp.General Manager, Hose Products DivisionSince 2008Division leadership within Fluid Connectors.

External Roles

OrganizationRoleTenureNotes
Parker-Hannifin Corp. (NYSE: PH)Director; Chair & CEOCurrentOnly other public-company board, consistent with NDSN guideline for public-company executives (max one other board).

Board Governance

  • Committee assignments: Compensation Committee member (5 meetings in FY2024); Governance & Sustainability Committee Chair (4 meetings in FY2024); also on Executive Committee. All committee members and chairs are independent.
  • Independence: Board determined all directors except CEO are independent under Nasdaq and NDSN guidelines; Parmentier is independent.
  • Attendance and engagement: Board held 7 meetings; committees held 17 in FY2024; no director attended fewer than 75% of meetings; all directors attended the 2024 Annual Meeting.
  • Board leadership: Independent Chair (Victor Richey) since March 2024; independent directors hold regular executive sessions without management.
  • Related-party review: NDSN buys from and sells to Parker-Hannifin; amounts <1% of each entity’s annual revenues for each of the last three years; transactions reviewed under Related Person policy, determined immaterial and at arm’s length; Parmentier remains independent.

Fixed Compensation

Component (FY2024)Amount ($)
Fees Earned or Paid in Cash105,144
Stock Awards (RSUs, grant date fair value)158,428
All Other Compensation (insurance)63
Total263,636
  • Program features: No separate meeting fees; annual cash retainers paid quarterly; annual RSUs granted on first business day of fiscal year, vest 100% on last day of fiscal year; directors may defer retainers and RSUs under the deferred compensation program.
  • Supplemental chair retainers: Governance & Sustainability Committee Chair $15,000; Audit Chair $20,000; Compensation Chair $15,000; Board Chair $100,000.

Performance Compensation

  • Directors do not have performance-conditioned pay; annual RSUs are time-based and vest at fiscal year-end (deferrable at election).
  • As a member of the Compensation Committee, Parmentier oversees NEO performance metrics and payouts. 2024 corporate metrics achieved: Organic Revenue 69% of target; Base Business Operating Profit 99% of target; segment metrics varied (e.g., IPS operating profit 101%).
2024 NEO Annual Incentive Metrics (Corporate)Achievement vs. Target
Organic Revenue (40% weight)69%
Base Business Operating Profit (60% weight)99%

Other Directorships & Interlocks

EntityRelationshipTransaction DescriptionMateriality
Parker-Hannifin Corp.Parmentier is Director; CEO & ChairNDSN sells to and purchases from Parker-HannifinLess than 1% of each party’s annual revenues over the last 3 years; immaterial and at arm’s length.

Expertise & Qualifications

  • International industrial operations leadership; broad market exposure (mobile/industrial/aerospace).
  • Financial planning/performance, M&A execution, corporate governance, employee engagement, and management of corporate initiatives.

Equity Ownership

ItemValue
Beneficially owned NDSN shares (as of Jan 3, 2025)2,723; <1% of outstanding (57,087,783 shares outstanding).
Ownership guidelinesMinimum 5× annual cash retainer; counts RSUs/SEUs; newly elected directors have five years to comply.
Compliance statusAll non-employee directors meet guidelines except Mapes, Morris, Clayton (recent appointees); Parmentier meets guidelines.
Pledging/hedgingProhibited for directors.
RSU outstanding at FY2024 year-endNone; annual RSUs vest at year-end.

Insider Trades (Form 4)

Filing DateTransaction DateTypeShares GrantedPost-Transaction OwnershipPrice ($/share)Link
2025-11-032025-11-01A (Award/Grant)8224,304231.95https://www.sec.gov/Archives/edgar/data/72331/000007233125000126/0000072331-25-000126-index.htm
2024-11-042024-11-01A (Award/Grant)7473,470249.03https://www.sec.gov/Archives/edgar/data/72331/000007233124000124/0000072331-24-000124-index.htm

These Form 4 filings reflect annual director equity awards effective the first business day of the fiscal year, consistent with NDSN’s program.

Governance Assessment

  • Strengths: Independent director with deep industrial operations and governance expertise; chairs Governance & Sustainability and serves on Compensation, supporting robust board process (self-assessments, ESG oversight, director orientation) and pay-for-performance alignment with independent consultant Exequity.
  • Independence and conflicts: Board annually reviews related-party transactions; Parker-Hannifin dealings are immaterial (<1% revenues) and at arm’s length; Parmentier affirmed independent.
  • Engagement signals: No attendance shortfalls; all directors attended 2024 Annual Meeting; independent Chair and regular executive sessions enhance oversight.
  • Shareholder alignment: Director equity via annual RSUs; stringent ownership guidelines (5× retainer), anti-hedging/pledging; strong say-on-pay support (94.78% in 2024; 95.06% in 2023; 93.99% in 2022).

Appendix: Director Compensation Program Notes

  • No meeting fees; cash retainers paid quarterly; RSUs vest 100% at fiscal year-end; directors may defer cash or RSUs; director insurance provided; charitable matching available; indemnity agreements provided.
  • Governance & Sustainability Committee oversees director compensation and bi-annual peer benchmarking; assisted by Exequity (independent).

Voting/Board Structure Reference

  • Majority voting policy with resignation if not majority-supported; independent Chair; cumulative voting mechanics outlined; board refreshed and diverse (ten directors; 9 independent; 50% gender/racial/ethnic diversity).