Susan Cameron
About Susan M. Cameron
Retired Chairman and CEO of Reynolds American Inc.; currently nVent’s independent Lead Director, director since 2018, age 66. Core credentials include public-company CEO experience, marketing and brand leadership, risk management, and global manufacturing insights, with committee service on Compensation and Human Capital, and Governance and Sustainability at nVent .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Reynolds American Inc. | Chief Executive Officer; Board member | 2014–2016 (CEO); 2006–2011 (Director) | Led public-company executive functions; strong marketing/brand leadership; risk management; global manufacturing perspectives . |
| Reynolds American Inc. | Executive Chairman | Jan–May 2017 | Oversight and continuity in executive transition . |
| Reynolds American Inc. | Non-Executive Chairman | May–July 2017 | Independent board leadership . |
| Reynolds American Inc. | President & CEO | 2004–2011 | Executive leadership; marketing and brand expertise . |
| Brown & Williamson Tobacco Corp. | Various marketing, management, executive roles | Prior to RAI tenure (dates not specified) | Marketing/management experience in U.S. tobacco industry . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Aramark | Director | Since 2019 | Public company board service; committee roles not disclosed . |
| Tupperware Brands Corporation | Director; Non-Executive Chairman | Director since 2011; Non-Exec Chairman since 2019 | Board leadership at consumer products company . |
Board Governance
- Independence: Board determined Ms. Cameron is independent under NYSE and nVent categorical standards; all non-employee directors other than the CEO are independent .
- Lead Independent Director: Ms. Cameron serves as independent Lead Director with responsibilities including chairing the Board in the Chair’s absence, presiding over executive sessions, co-approving agendas/schedules, ensuring information flow, liaising between Chair and independents, and engaging with major shareholders when requested .
- Committee assignments: Compensation and Human Capital Committee (member); Governance and Sustainability Committee (member) .
- Attendance and engagement: Board held 5 meetings in 2024; all directors attended at least 75% of Board/committee meetings, average attendance 100%, and all directors attended the 2024 AGM. Directors participated in 100% of fall 2024 shareholder engagement calls; outreach covered ~23% of outstanding shares .
- Board processes: Annual Board and committee self-assessments; proxy access; no poison pill; independent directors meet without management; robust risk oversight across committees, including cybersecurity and AI .
Fixed Compensation
| Component | 2024 Amount ($) | Notes |
|---|---|---|
| Board Retainer | 85,000 | Annual cash retainer for non-employee directors . |
| Lead Director Supplemental Retainer | 30,000 | Paid to independent Lead Director . |
| Compensation & Human Capital Committee Membership Retainer | 7,500 | Member retainer (not Chair) . |
| Governance & Sustainability Committee Membership Retainer | 7,500 | Member retainer (not Chair) . |
| Total Fees Earned (Cash) | 130,000 | Matches Director Compensation Table for Cameron . |
| Meeting Fees | 0 | Directors do not receive meeting fees . |
| 2025 Board Retainer (approved) | 90,000 | Effective for 2025, increased from $85k . |
Performance Compensation
| Equity Element | Grant/Units | Fair Value ($) | Vesting Schedule | Notes |
|---|---|---|---|---|
| Annual RSU grant (2024) | 1,875 RSUs | 150,019 | Generally vests one year after grant date; dividend equivalents accrued and paid at vest . | |
| Options | None | — | — | Company does not grant options to directors; Cameron has no outstanding options listed . |
| 2025 Director RSU value (approved) | — | 160,000 | Effective for 2025 annual grants . |
No performance metrics are tied to director compensation; director equity is time-based only .
Other Directorships & Interlocks
- Current public boards: Aramark (Director since 2019); Tupperware Brands (Director since 2011; Non-Exec Chairman since 2019) .
- Director commitments policy: Directors limited to serving on no more than four other public company boards; all directors currently in compliance .
- Independence review: Board reviews relationships where directors are employees of customer/supplier companies; overall non-employee directors determined independent under categorical standards (specific relationships for Cameron not disclosed) .
Expertise & Qualifications
- Public-company leadership: Former CEO/Chair at Reynolds American; seasoned leadership and board governance experience .
- Marketing/brand leadership: Deep expertise in marketing and brand strategy .
- Risk management and business continuity: Experience overseeing risk and operational continuity in global manufacturing .
- Global operations: Insights into strategic/operational opportunities and challenges of global manufacturing businesses .
Equity Ownership
| Measure (as of March 19, 2025) | Amount |
|---|---|
| Ordinary Shares | 20,373 |
| Share Units (deferred RSUs) | — |
| Right to Acquire within 60 days | 1,875 |
| ESOP Stock | — |
| Total Beneficial Ownership (shares) | 22,248 |
| Ownership as % of shares outstanding | Not separately disclosed for Cameron; directors/executives as a group hold 1.8% . |
- Director stock ownership guidelines: 5x annual board retainer within 5 years; all directors met guidelines as of Dec 31, 2024 except Ms. Aaholm (Cameron met) .
- Hedging/pledging policy: Prohibits hedging and pledging of nVent securities; exchange funds permitted for non-management directors (not employees) .
- Shares pledged as collateral: Not disclosed for Cameron; policy restricts pledging .
Governance Assessment
- Strengths
- Independent Lead Director with robust responsibilities and active shareholder engagement; directors participated in 100% of outreach calls covering ~23% of O/S in fall 2024 .
- Clear independence determination; no related person transactions in 2023; strong anti-hedging/anti-pledging policy .
- High attendance (average 100%) and executive sessions each meeting; annual Board/committee self-assessments .
- Ownership alignment: Director stock ownership guidelines met; annual time-based RSUs support long-term alignment .
- Shareholder support: 2024 say-on-pay received ~97% approval, signaling strong investor confidence in compensation governance .
- Potential risk indicators and red flags
- Multiple external public board commitments can raise capacity concerns, mitigated by nVent’s limits and compliance confirmations .
- No specific related-party exposures disclosed for Cameron; company reports no related person transactions and maintains review procedures .
Overall signal: Lead director role, independence, high attendance, and adherence to ownership/anti-hedging policies support board effectiveness and investor confidence; no conflicts or attendance shortfalls disclosed for Cameron .