Michael W. Lamach
NUCORAbout Michael W. Lamach
Independent director of Nucor Corporation since 2022; age 61. Retired Executive Chair (2021) and former Chairman & CEO of Trane Technologies (2020–2021), previously Chairman & CEO of Ingersoll-Rand (2010–2020) and senior operating roles back to 2004; earlier 17 years at Johnson Controls. Core credentials: global CEO leadership, strategic M&A, operations, risk management, and public company governance .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Trane Technologies plc | Executive Chair | Jul–Dec 2021 | Oversaw transition after separation from Ingersoll-Rand; governance and strategic stewardship |
| Trane Technologies plc | Chairman & CEO | Feb 2020–Jul 2021 | Led climate-focused innovations; corporate strategy and operations |
| Ingersoll-Rand plc | Chairman & CEO | 2010–Feb 2020 | Long-tenured CEO; strategy, M&A, capital allocation |
| Ingersoll-Rand plc | President & CEO | Feb–Jun 2010 | Executive leadership transition |
| Ingersoll-Rand | President & COO | 2009–Feb 2010 | Enterprise operations leadership |
| Trane Commercial Systems (Ingersoll-Rand) | President | 2008–2009 | Segment leadership; operations |
| Security Technologies Sector (Ingersoll-Rand) | President | 2004–2008 | Segment leadership; growth and execution |
| Johnson Controls | Various management positions | ~17 years | Operations and management experience |
External Roles
| Company | Role | Since | Notes |
|---|---|---|---|
| Honeywell International Inc. | Director | 2023 | Large-cap industrial; potential industry adjacency with Nucor customers |
| PPG Industries, Inc. | Director | 2015 | Global coatings and materials; adjacency to industrial value chains |
| Trane Technologies plc | Former Director | 2020–2021 | Post-separation governance |
| Ingersoll-Rand plc | Former Director | 2010–2020 | Executive board leadership |
Board Governance
- Independence: Determined independent by the Board in Feb 2025; all Audit, Compensation & Executive Development, and Governance & Nominating committee members are independent (Audit also meets Rule 10A-3 independence) .
- Committee assignments: Audit; Compensation & Executive Development; Governance & Nominating (not a chair) .
- Board/committee activity: 5 Board meetings in 2024; Audit (7), Compensation (4), Governance (4). Each director attended ≥75% of Board and committee meetings; all directors attended the 2024 annual meeting. Independent directors hold executive sessions each quarterly Board meeting; Lead Director presides (Christopher J. Kearney) .
- Overboarding policy: Max 3 public boards in addition to Nucor; all directors in compliance. Lamach serves on two other public boards (Honeywell, PPG), within limits .
- Hedging/pledging: Prohibited by Trading Policy for directors (no hedging, short selling, or pledging) .
- Governance processes: Annual director/committee/leadership evaluations; robust related-person transaction oversight under Governance & Nominating Committee .
Fixed Compensation (Director)
| Component | Amount | Detail |
|---|---|---|
| Annual cash retainer (non-employee director) | $140,000 | Increased by $5,000 effective May 2024 following benchmarking; standard cash retainer |
| 2024 cash fees (Lamach actual) | $138,750 | Reflects pro-ration around retainer increase timing; no chair adders applied |
| Committee chair adders | $25,000 (Audit); $20,000 (Comp); $20,000 (Governance) | Not applicable to Lamach in 2024 (not a chair) |
| Lead Director adder | $40,000 | Not applicable |
Performance Compensation (Director Equity)
| Grant Type | Grant Date | Units/Shares | Fair Value | Vesting/Settlement |
|---|---|---|---|---|
| Annual stock award (deferred stock units) | Jun 1, 2024 | 1,006 units | $170,000 | DSUs fully vested at grant; payable in shares only after Board service ends |
| Vested deferred stock units outstanding (12/31/24) | — | 2,246 units | $262,131 | Valued at $116.71 closing price; payable post-service |
No director performance metrics are attached to DSU grants; they are time-based awards for non-employee directors .
Other Directorships & Interlocks
| Organization | Relationship to Nucor | Potential Interlock/Conflict Notes |
|---|---|---|
| Honeywell International Inc. | Unrelated | Industrial technology supplier; no disclosed related-party transactions with Nucor; Board affirmed independence |
| PPG Industries, Inc. | Unrelated | Coatings/materials; no disclosed related-party transactions with Nucor; Board affirmed independence |
Expertise & Qualifications
- CEO leadership; global business; finance & capital allocation; manufacturing/operations; risk management & controls; public company governance; technology. These are highlighted in Nucor’s director skills matrix and Lamach’s biography .
- Strategic and operational expertise gained from leading global industrials; mergers & acquisitions experience; corporate governance experience at multiple Fortune 500 boards .
Equity Ownership
| Measure | Value |
|---|---|
| Total beneficial ownership | 2,371 shares (includes DSUs and any shares reportable) |
| Of which: vested DSUs | 2,246 units |
| Ownership % of outstanding | <1% (based on 230,540,060 shares outstanding) |
| Shares pledged as collateral | None indicated; pledging prohibited by Trading Policy |
| Director stock ownership guideline | 4,000 shares (reduced from 7,000 in 2024); directors are either compliant or within 5-year window from start date |
Governance Assessment
-
Strengths:
- Independent director with deep CEO-level operating experience; serves on all three key committees, enhancing oversight breadth .
- Strong alignment via DSUs payable only after service; stock ownership guidelines maintained and tightened in 2024; hedging/pledging prohibited .
- Board-wide attendance threshold met; regular executive sessions led by Lead Director; robust independence review and related-party controls .
- External board roles within overboarding limits; diversified industrial networks that can inform strategy without disclosed conflicts .
-
Watch items / red flags:
- Overboarding risk is low but worth monitoring if Lamach adds further public boards (policy cap is three beyond Nucor) .
- No disclosed related-party transactions involving Lamach; continue to monitor any business ties with Honeywell or PPG given industry adjacency; Board independence affirmed in 2025 review .
-
Broader signals:
- Director compensation adjusted modestly (cash retainer +$5,000; equity $170,000), remaining below median peers per benchmarking — supports prudence and investor alignment .
- Shareholder advisory vote on NEO pay received 92% support in 2024, indicating general investor confidence in compensation governance (board sets director pay via Compensation Committee) .