Herbert Parker
About Herbert K. Parker
Independent director at nVent Electric plc since 2018; age 66. Former public-company CFO (Harman International) with deep finance, audit, risk, and international operating experience. Currently chairs nVent’s Audit and Finance Committee and is designated by the Board as an “audit committee financial expert.”
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Harman International Industries | Executive Vice President, Operational Excellence | 2015–2017 | Lean/operations oversight |
| Harman International Industries | Executive Vice President & Chief Financial Officer | 2008–2014 | Public co. CFO; SOX, audit, IR |
| ABB Ltd. | Various financial roles incl. CFO, Americas Region | Not disclosed | Regional CFO; international finance and ERM |
| C-E Systems | Staff Accountant (career start) | Not disclosed | Accounting foundation |
External Roles
| Company | Role | Since | Notes |
|---|---|---|---|
| TriMas Corporation | Chairman of the Board | 2024 | Director since 2015 |
| Apogee Enterprises, Inc. | Director | 2018 | Public company director |
| American Axle & Manufacturing | Director | 2018 | Public company director |
Board Governance
- Independence: Board determined Parker is independent under NYSE standards; only the CEO/Chair is non-independent. No listed relationships affecting his independence.
- Committee leadership: Chair, Audit & Finance Committee; Board-designated audit committee financial expert. Members Aaholm, Ostling, Scheu (all independent). Committee remit includes financial reporting, internal controls, cyber/IT controls, enterprise risk, and AI-related risk oversight.
- Board/committee engagement and attendance: 2024 meetings — Board (5), Audit & Finance (8), Compensation (4), Governance (4); all directors attended at least 75% with average attendance of 100%; independent directors met in executive session every regular Board meeting.
- Shareholder engagement: Fall 2024 outreach included directors on 100% of engagement calls; company engaged holders representing ~23% of outstanding shares.
Fixed Compensation (Non-Employee Director, 2024)
| Component | Amount | Notes |
|---|---|---|
| Fees earned (cash) | $117,500 | Consistent with Board retainer plus committee chair/member retainers below |
| Board annual retainer (policy) | $85,000 (2024); increased to $90,000 (2025) | Paid quarterly; no meeting fees |
| Audit & Finance Chair retainer (policy) | $20,000 (2024) | Chair premium |
| Audit & Finance Committee member retainer (policy) | $12,500 (2024) | Committee membership retainer |
| Equity grant (RSUs) | $150,019 grant-date fair value (2024); increased target $160,000 (2025) | Annual RSUs; generally 1-year vesting |
| Total 2024 director compensation | $267,519 | Sum of cash and RSUs |
- Ownership guideline (directors): 5x annual board retainer within 5 years; all directors met guideline as of 12/31/2024 except Ms. Aaholm (2023 appointee). No meeting fees.
- Hedging/pledging: Company maintains insider trading, anti-hedging, and anti-pledging policy; exchange funds permitted for non‑management directors (not employees).
Performance Compensation (Director Equity)
| Grant Type | Grant Date | Units | Grant-Date Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| RSUs (annual) | 3/1/2024 | 1,875 | $150,019 | Generally vest after 1 year | 2025 program raised to $160,000 |
Directors do not receive options (company-wide practice for directors), and director RSUs are time-based, not performance-based.
Other Directorships & Interlocks
| External Public Boards | Potential Interlocks with NVT | Notes |
|---|---|---|
| TriMas (Chair); Apogee; American Axle | None disclosed as customers/suppliers; no related-person transactions in 2023; none proposed. | Board policy caps service at ≤4 other public boards; Board assesses capacity and conflicts; all directors in compliance. |
Expertise & Qualifications
- Financial expertise: Former public-company CFO; Board deems Parker an “audit committee financial expert”; extensive SOX controls, audit, accounting, asset management, and investor relations.
- Risk and operations: Leadership in enterprise risk management, international operations, and operational excellence.
- AI/cyber oversight via Audit remit; Audit & Finance Committee oversees internal controls, IT/cyber, and AI-related risk management.
Equity Ownership
| As of March 19, 2025 | Ordinary Shares | Share Units (Deferred) | Right to Acquire within 60 Days | ESOP | Total | % of Class |
|---|---|---|---|---|---|---|
| Herbert K. Parker | 34,524 | — | 1,875 | — | 36,399 | <1% (per footnote) |
- Unvested director RSUs outstanding at 12/31/2024: 1,875.
- Director stock ownership guideline met as of 12/31/2024.
Governance Assessment
Strengths
- Independent audit chair with deep CFO background; designated audit financial expert — enhances oversight credibility for reporting, controls, and risk (including cyber/AI).
- Strong board process and engagement: independent sessions each meeting, robust shareholder engagement with directors present, high attendance across 2024.
- Director pay structure balanced (cash retainer plus time-based RSUs), clear guidelines (5x retainer), and independent market review by WTW; no meeting fees; anti‑hedging/anti‑pledging policy.
- No related-party transactions; independence affirmations show no material relationships impacting judgment.
- Broad external perspective across three public boards, including serving as chair at TriMas, can enhance cross-industry insights.
Watch items
- Board commitments: Parker serves on three external public boards (and chairs one) in addition to NVT; within policy limits but merits ongoing capacity monitoring given his critical audit chair role.
- Director equity is time-based (no performance linkage), which is standard for directors but offers limited performance conditioning; reliance instead on ownership guidelines and anti‑hedging policy for alignment.
Signals for investor confidence
- Say-on-Pay 2024 support ~97% — positive indicator of compensation/governance alignment; committee practices include use of independent consultant (WTW).
- Audit oversight scope explicitly includes AI and cybersecurity; Audit Committee produced formal report and reappointed Deloitte (continuous since 2018).