René Médori
NEWMONT Corp /DE/About René Médori
Independent Director at Newmont (NEM). Age: 67. Director since April 2018. PhD in Economics; degrees in finance and economics from Université de Paris-Dauphine; completed the Financial Management Program at Stanford GSB. Former Finance Director of Anglo American plc (2005–2018) and The BOC Group plc; extensive finance and audit leadership in global mining/energy and capital‑intensive industries. Current external roles include Non‑Executive Chair of Petrofac Ltd (also Chair of its Nominations Committee) and Director of Vinci SA (Chair of Vinci’s Audit Committee). Designated an Audit Committee Financial Expert at Newmont and determined independent under NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Anglo American plc | Finance Director | 2005–2018 | Senior finance leadership at global miner; retired 2018 . |
| The BOC Group plc | Finance Director (prior) | Not disclosed | Capital‑intensive industry finance leadership . |
| De Beers | Non‑Executive Director | Until 2017 | Board oversight in mining value chain . |
| Anglo American Platinum Ltd | Non‑Executive Director | Until 2017 | Board oversight; industry expertise . |
| SSE plc | Non‑Executive Director | Until Dec 2017 | Former Audit Committee Chair; energy sector oversight . |
| Cobham plc | Non‑Executive Director | Until Jan 2020 | Former Audit Committee Chair; aerospace/defense oversight . |
| AngloGold Ashanti (JSE) | Director (former) | Not disclosed | Board experience in gold mining . |
External Roles
| Organization | Role | Since/Until | Committees/Impact |
|---|---|---|---|
| Petrofac Ltd | Non‑Executive Chair; Chair of Nominations Committee | Since 2018 | Board leadership; governance and succession oversight . |
| Vinci SA | Director; Chair of Audit Committee | Current | Financial oversight; audit leadership . |
Board Governance
- Committee assignments: Audit Committee member; Audit Committee met 6 times in 2024 .
- Audit Committee Financial Expert and independent: Board determined Médori is independent; designated as an Audit Committee Financial Expert along with two peers .
- Engagement and attendance: Board held 12 meetings; committees held 25; overall attendance by incumbent nominees was 99% in 2024, indicating a highly engaged board (individual attendance not separately disclosed) .
- Audit Committee oversight: Scope includes financial reporting integrity, auditor independence, internal audit, ERM, cybersecurity; Audit Committee report signed by Chair Bruce Brook, with Médori and Maura Clark as members (recommended inclusion of audited FS in 10‑K) .
- Overboarding controls: Newmont maintains a Director Overboarding Policy; audit committee members may not serve on >2 other public company audit committees without Board determination—Médori serves as Vinci SA Audit Chair only, within this limit .
Fixed Compensation
| Item | FY 2024 | Notes |
|---|---|---|
| Fees earned or paid in cash | $135,000 | Standard annual retainer for directors; Médori is not a committee chair . |
| Stock awards (grant-date fair value) | $180,000 | 2024 director equity; valued at grant-date price . |
| Total | $315,000 | Sum of cash and equity; no other comp disclosed . |
| Program parameters (reference) | — | Annual cash retainer $135,000; Audit Chair addl. $30,000; Non‑Exec Chair $175,000; annual equity $180,000 in common stock or DSUs . |
- 2024 grant mechanics: Director awards valued at closing price $42.73 on April 26, 2024 (no additional valuation assumptions) .
Performance Compensation
- Structure: Non‑employee director compensation does not use performance‑conditioned metrics; annual equity is delivered as common stock or director stock units (DSUs) under the 2020 plan, valued at grant date fair value .
- Anti‑risk features: Hedging and pledging of Newmont securities prohibited for directors; no exceptions have been requested, reducing misalignment/credit risk from pledges .
Other Directorships & Interlocks
| Company | Relationship to NEM | Status |
|---|---|---|
| Petrofac Ltd (Non‑Exec Chair) | Oil & gas services; no related‑party transactions flagged in proxy; independence affirmed | Board determined all non‑CEO directors independent; no exception noted for Médori . |
| Vinci SA (Audit Chair) | Construction/concessions; no related‑party transactions flagged in proxy; independence affirmed | Independence determination covers all nominees except CEO . |
Expertise & Qualifications
- Financial expertise: Former Finance Director at Anglo American and BOC; Chair of Vinci SA Audit Committee; prior Audit Chair at Cobham and SSE; capital‑intensive industries expertise .
- International/industry: Deep mining and energy experience across UK/Europe/US; board roles at Anglo American, AngloGold Ashanti, Petrofac, SSE .
- Education: Doctorate in economics; finance/economics degrees (Université de Paris‑Dauphine); Stanford GSB financial management program .
- Newmont designation: Audit Committee Financial Expert .
Equity Ownership
| Measure | As of 12/31/2024 | Notes |
|---|---|---|
| Unvested director stock units (DSUs) | 20,292 | Aggregate unvested DSUs . |
| Market value of DSUs | $755,268 | Calculated at $37.22 per share . |
| 2024 equity election | Common stock | Médori elected common stock instead of DSUs for 2024 annual grant . |
| Director ownership guideline | 5x annual cash retainer | Applies to each director; meet within 5 years; all directors met or were within exceptions as of 12/31/2024 . |
| Hedging/pledging | Prohibited | No exceptions requested under policy . |
Governance Assessment
-
Positives
- Strong financial oversight credentials (ACFE, prior CFO/Finance Director roles; Audit Chair at Vinci) supportive of robust audit committee performance at NEM .
- Clear independence and no proxy‑flagged related‑party issues; board‑wide independence affirmed (except CEO) .
- Alignment signals: elected to receive 2024 equity in common stock; maintains meaningful unvested DSUs ($755k) and subject to 5x retainer ownership guideline .
- Overboarding risk mitigated: within NEM’s audit‑committee service limits; company maintains overboarding policy .
- High board engagement backdrop (99% overall attendance in 2024) supports effectiveness (individual attendance not disclosed) .
-
Watch items / potential risks
- Multiple significant external roles (Petrofac Chair; Vinci Audit Chair) require continued monitoring for time commitments; NEM policy addresses audit‑committee overload, and proxies show no impairment determination needed currently .
- No individual attendance breakdown provided for Médori; rely on overall 2024 attendance and committee meeting counts (Audit: 6) .
-
Red flags
- None identified in the proxy relating to conflicts, pledging/hedging, or related‑party transactions for Médori; anti‑hedging/pledging policy and independence determinations in place .