Mona Abutaleb Stephenson

About Mona Abutaleb Stephenson

Independent director of Pentair plc since 2019; age 62. Currently Chief Executive Officer of Medical Technology Solutions, LLC (2019–present) with prior senior leadership in technology services including CEO of mindSHIFT Technologies (2013–2018), President/COO of mindSHIFT (2006–2013), and senior roles at Ricoh USA and Ricoh Global Services (2015–2018). Core credentials include executive leadership experience in technology, cyber risk management, and strategic planning; she also serves on the board of a company in a highly regulated industry, contributing governance and risk oversight expertise .

Past Roles

External Roles

Board Governance

• Committee assignments: Member, Audit and Finance Committee (AFC); AFC members are independent under SEC/NYSE rules; AFC chaired by Michael T. Speetzen .
• Attendance and engagement: All current directors attended 100% of Board and committee meetings in 2024; Board met 5 times, AFC met 8 times, Compensation Committee 4, Governance Committee 4; independent directors met in executive session at each regular Board meeting .
• Independence: All standing committees (Audit and Finance, Compensation, Governance) are comprised solely of independent directors; independence determinations consider any customer/supplier relationships and found none impeded independent judgment; Ms. Stephenson is listed as independent .
• Risk oversight: AFC oversees accounting/financial reporting integrity, financial risk exposures, tax compliance, information/cybersecurity, and auditor oversight; the Board uses enterprise-wide risk management with regular reporting on strategic, operational, financial, cybersecurity, IT, and compliance risks .

Fixed Compensation

• Director retainers: Board retainer increased from $95,000 to $105,000 effective Jan 1, 2024; supplemental committee retainers (AFC Chair $25,000; AFC member $13,500; Compensation Chair $20,000/member $7,500; Governance Chair $20,000/member $7,500). Non-employee Chair supplemental retainer increased to $175,000 in 2024 and to $180,000 effective Jan 1, 2025 .
• Perquisites policy: Directors eligible for up to $50,000 of Pentair products and services annually (increased from $20,000 in 2024); company covers sales taxes; directors pay associated income taxes; tax equalization provided on certain UK-related lodging/tax preparation costs and potential double-taxation on UK-sourced income .

Performance Compensation

• Options: No stock options granted to directors in 2024; Ms. Stephenson had no outstanding stock options as of 12/31/2024 .
• Performance metrics: Pentair’s director equity is time-based RSUs; no director-specific performance metrics (e.g., EPS/ROIC) apply to non-employee director compensation grants .

Other Directorships & Interlocks

Expertise & Qualifications

• Executive leadership in technology services, cyber risk management and strategic planning, with board experience in a highly regulated industry supporting governance and risk oversight .
• Financial literacy: All AFC members determined financially literate under NYSE rules; audit committee financial experts designated among committee members (Doi, Speetzen) .

Equity Ownership

• Hedging/pledging policy: Directors prohibited from hedging or pledging Pentair securities; includes options, collars, short sales, margin accounts; policy filed as exhibit to 2024 Form 10-K .

Governance Assessment

• Strengths: Independent director with 100% attendance; AFC membership enhances oversight of financial integrity and cybersecurity risk; robust ownership alignment exceeding 5x retainer guideline; no related person transactions in 2024; strong shareholder support on say-on-pay (89.7%) indicates broader governance confidence .
• Compensation structure: Balanced mix of cash retainer plus time-based RSUs; 2024 retainer and equity grant increases were peer-reviewed by Aon and approved by independent directors, maintaining market competitiveness; no stock options or performance-linked director awards—reduces risk of misaligned incentives for board oversight .
• Potential watch items: Director commitments to banking boards (Sandy Spring; anticipated Atlantic Union) increase workload but remain well within overboarding policy limits for non-executive officers; continue monitoring for any financial services exposures or customer/supplier relationships that could affect independence—none disclosed to date .

Appendix: Key Reference Tables

Director Compensation (FY2024)

Committee Memberships and Meetings (2024)

Attendance and Board Sessions

Say-on-Pay Indicator (Governance Signal)