Mortimer J. Buckley
PFIZERAbout Mortimer J. Buckley
Mortimer (Tim) J. Buckley, age 55, joined Pfizer’s Board in October 2024 and is an independent director with deep capital markets, technology, and operations expertise from his tenure as Chairman & CEO, Chief Investment Officer, and Chief Information Officer at The Vanguard Group. He currently serves on Pfizer’s Audit and Governance Committees and is a director at The Boeing Company; education is not disclosed in the proxy .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Vanguard Group, Inc. | Chairman & Chief Executive Officer | 2018–2024 | Led global organization; investor and asset management perspective; capital allocation oversight |
| The Vanguard Group, Inc. | Chief Investment Officer | 2013–2017 | Oversaw stock, bond, money market portfolios; investment research/methodology |
| The Vanguard Group, Inc. | Chief Information Officer | 2001–2006 | Spearheaded digital agendas; cybersecurity buildout; tech innovation |
| The Vanguard Group, Inc. | Head, Personal Investor Division | 2006–2012 | Scaled retail investor business; operations leadership |
| Children’s Hospital of Philadelphia | Chairman of the Board | 2011–2017 | Non-profit governance; healthcare impact |
External Roles
| Organization | Role | Status/Start | Notes |
|---|---|---|---|
| The Boeing Company | Director | Current (date not disclosed) | Public company board |
| Children’s Hospital of Philadelphia | Chairman of the Board | 2011–2017 | Non-profit leadership |
Board Governance
- Independence: The Board determined all current directors other than the CEO are independent, including Mr. Buckley .
- Committee assignments: Audit and Governance; appointed in 2024 following his October election .
- Attendance and engagement: The Board met seven times in 2024; each director attended at least 75% of Board and committee meetings on which they served; all directors attended the 2024 Annual Meeting .
- Lead Independent Director and executive sessions: Pfizer holds executive sessions of independent directors at every Board meeting led by the Lead Independent Director .
| Committee | Role | Chair | Meetings in 2024 | Member Since |
|---|---|---|---|---|
| Audit | Member | Suzanne Nora Johnson | 11 | 2024 (post-Oct election) |
| Governance | Member | Joseph J. Echevarria | 5 | 2024 (post-Oct election) |
Fixed Compensation
| Element | Amount | Detail |
|---|---|---|
| 2024 Fees Earned or Paid in Cash | $34,959 | Pro-rated from October 10, 2024 election |
| 2024 Stock Awards (Stock Units) | $110,644 | Pro-rated grant; units based on $29.34 closing price on Oct 10, 2024 |
| 2024 All Other Compensation | — | No other comp reported |
| 2024 Total | $145,603 | Sum of cash and stock awards |
| Standard Annual Cash Retainer | $155,000 | Payable quarterly |
| Standard Annual Equity Retainer | $205,000 | Pfizer stock units; deferral elections available |
| Committee Chair Fee | $30,000 | Additional cash (not applicable to Buckley) |
| Lead Independent Director Fee | $50,000 | Additional cash (not applicable to Buckley) |
| Stock Ownership Guideline | 5× cash retainer ($775,000) | New directors have 5 years; Pfizer states all directors comply as of Dec 31 prior year |
| Annual Director Compensation Cap | $800,000 | Combined cash + stock units under plan |
Performance Compensation
| Performance Component | Disclosure | Notes |
|---|---|---|
| Performance Stock/Option Awards | None disclosed for non-employee directors | Program consists of cash retainers and stock units; no options or PSUs reported for directors |
| Performance Metrics (TSR, EBITDA, ESG, etc.) | Not applicable | Director compensation is not tied to operating metrics |
Other Directorships & Interlocks
| Company/Org | Role | Potential Interlock/Conflict Note |
|---|---|---|
| The Boeing Company | Director | No Pfizer-related transaction disclosed; independence assessed and affirmed by Board |
| The Vanguard Group (prior employer) | Former Chairman & CEO | Vanguard is a significant Pfizer shareholder (8.97% via Schedule 13G/A); Buckley is no longer at Vanguard; Board independence standards address material relationships |
Expertise & Qualifications
- Business leadership, finance, risk management, international business, human capital, technology & cybersecurity from senior Vanguard roles; brings an investor/asset management lens to capital allocation and governance oversight .
Equity Ownership
| Ownership Item | Amount | Notes |
|---|---|---|
| Common Stock (Beneficially Owned) | — | No common shares reported |
| Stock Units (Director Plan) | 3,832 units | Aggregate stock units held at 12/31/2024 |
| Hedging/Pledging | Prohibited | Pfizer policy prohibits hedging and pledging; none of the directors has pledged Pfizer stock |
| Section 16(a) Compliance | In compliance | Company believes directors/officers met all filing requirements in 2024 |
Governance Assessment
- Committee fit and effectiveness: Audit and Governance assignments match Buckley’s strengths in financial markets, technology, and capital allocation; committee chairs and structures are robust with clear charters and active meeting cadence (Audit: 11; Governance: 5) supporting effective oversight .
- Independence and conflicts: Independence affirmed; no related-party transactions involving Buckley disclosed; prior role at Vanguard noted while Vanguard is a large shareholder, but Buckley is no longer affiliated and Pfizer’s independence standards and related person policy mitigate conflict risk .
- Alignment and ownership: Pro-rated 2024 compensation (equity-heavy vs. cash) and stock ownership guidelines (5× cash retainer) promote alignment; Pfizer states all directors meet guidelines and new directors have five years to comply; hedging/pledging prohibitions strengthen alignment .
- Engagement: Board-wide attendance thresholds met and executive sessions each meeting suggest healthy independent oversight; Buckley’s late-2024 appointment and investor-focused skillset were part of deliberate Board refresh to enhance capital markets expertise .
RED FLAGS: None identified in proxy regarding Buckley. No delinquent filings, no pledging, no related-party transactions disclosed, and independence affirmed .