Jamie Miller
QUALCOMM INC/DEAbout Jamie S. Miller
Jamie S. Miller, age 56, is an independent director of Qualcomm, serving since 2020 and currently on the Audit Committee. She is EVP and CFO of PayPal (since Nov 2023), with prior CFO roles at EY (Feb–Jun 2023), Cargill (Jun 2021–Jan 2023), and GE (Nov 2017–Feb 2020), and earlier roles including CEO of GE Transportation, CIO of GE, and senior finance leadership at WellPoint and PwC; she holds a B.S. in Accounting from Miami University and is designated as an audit committee financial expert .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PayPal Holdings, Inc. | EVP & CFO | Nov 2023–present | Senior finance leadership at leading digital payments company |
| Ernst & Young Global Ltd. (EY) | Global CFO | Feb 2023–Jun 2023 | Left following EY’s decision to abandon proposed spin-off |
| Cargill, Incorporated | CFO; Head of Corporate Strategy & Development | CFO: Jun 2021–Jan 2023; Strategy: Apr 2022–Jan 2023 | Finance and corporate strategy for large global firm |
| General Electric Company (GE) | SVP & CFO | Nov 2017–Feb 2020 | Led finance for multinational conglomerate |
| GE Transportation | President & CEO | Oct 2015–Nov 2017 | Operated transportation business within GE |
| GE | CIO | Apr 2013–Oct 2015 | Oversight of global IT and cybersecurity |
| GE | VP, Controller & Chief Accounting Officer | Apr 2008–Apr 2013 | Led accounting, controls, reporting |
| WellPoint (now Anthem) | SVP & Controller | Pre-2008 | Senior finance role at major insurer |
| PricewaterhouseCoopers LLP | Partner | Pre-2008 | Audit/assurance leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Baker Hughes, a GE company | Director | Jul 2017–Sep 2019 | Public company board experience |
| PayPal Holdings, Inc. | EVP & CFO | Nov 2023–present | Global finance leadership |
Board Governance
- Committee assignments: Audit Committee member; Audit Committee met 8 times in fiscal 2024; all members are independent and audit committee financial experts .
- Independence: Board has determined all directors except the CEO (Cristiano Amon) are independent; Audit Committee members are independent under NASDAQ Rule 5605 and Exchange Act Rule 10A-3 .
- Attendance: In fiscal 2024, each director attended at least 75% of Board and relevant committee meetings; average attendance 98% . All directors then in office attended the last annual meeting .
- Skills matrix: Miller’s board profile includes Executive Leadership, Public Company Board Service, Accounting/Finance, Public Policy/Political Affairs, International Business, and Information Security experience .
Fixed Compensation
| Fiscal Year | Fees Earned or Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 115,000 | 225,135 | 35,000 | 375,135 |
Director Compensation Program (2024 unless noted):
- Annual cash retainer: Board member $100,000; Committee member $15,000; Committee chair (Audit/HR) $40,000; Governance chair $30,000 .
- Meeting fees: None for Board; no committee meeting fees for first 10 meetings; $1,500 per additional committee meeting thereafter .
- Equity: Annual DSUs valued at $225,000 (increased to $275,000 for fiscal 2025) .
- Matching gifts: Company matches directors’ charitable contributions 100% up to $50,000 annually .
Performance Compensation
| Component | Details |
|---|---|
| Options | None awarded to directors in fiscal 2024 |
| Non-Equity Incentives | None for directors in fiscal 2024 |
| DSU Holding/Settlement | DSUs are fully vested at grant, have a mandatory three-year holding period, and settle three years from grant (or upon death/disability/change in control); directors may elect to defer distribution beyond the holding period; DSUs include dividend equivalents |
Other Directorships & Interlocks
| Company | Current/Prior | Role | Notes |
|---|---|---|---|
| Baker Hughes, a GE company | Prior | Director | Jul 2017–Sep 2019 |
| Other public company boards | Current | — | None |
- Compensation Committee interlocks: None disclosed; HR & Compensation Committee members were independent, non-employee directors with no Item 404 relationships in fiscal 2024 .
Expertise & Qualifications
- Designated audit committee financial expert .
- Deep accounting/finance leadership (GE CFO, Cargill CFO, EY Global CFO, PayPal CFO) .
- Information security and IT oversight via CIO role at GE; cybersecurity knowledge cited in qualifications .
- International operations and public policy exposure per skills matrix .
Equity Ownership
| Holder | Beneficially Owned Shares | Percent of Class | Outstanding DSUs (#) |
|---|---|---|---|
| Jamie S. Miller | 4,117 | * | 5,796 |
- Hedging and pledging: Company policy prohibits hedging for all Covered Persons and prohibits pledging for Designated Insiders; directors are covered under the policy .
- Ownership guidelines: Directors are subject to meaningful stock ownership guidelines reviewed by the Governance Committee (specific multiples not disclosed) .
Governance Assessment
- Board effectiveness: Miller’s Audit Committee membership and financial expert designation, coupled with extensive CFO experience across complex global organizations, are positives for oversight of financial reporting, controls, and cybersecurity .
- Independence and attendance: Independent status, strong attendance norms (≥75% for all; 98% average), and annual meeting attendance support engagement and governance quality .
- Compensation alignment: Director pay structure emphasizes fixed cash retainers and DSUs with a three-year holding period; increase in annual DSU value from $225k (FY24) to $275k (FY25) reflects peer alignment and stronger equity-based linkage but does not introduce performance metrics for directors .
- Ownership and alignment: Beneficial ownership of 4,117 shares and 5,796 outstanding DSUs, with hedging/pledging restrictions, indicate alignment with shareholder interests .
- Shareholder support: 2025 director election votes for Jamie S. Miller—For: 761,838,635; Withhold: 3,383,942; Abstain: 1,314,005—indicate broad support; Say-on-Pay passed with strong support, signaling favorable investor sentiment on governance and compensation .
RED FLAGS
- None disclosed specific to Jamie Miller in related-party transactions; the only Item 404 related-person transaction disclosed involved a family member of the CEO (not directors) and was reviewed/approved per policy .
- No director options or incentive cash—no apparent pay anomalies; hedging/pledging prohibited by policy .
Appendix: Relevant Vote Outcomes (2025 Annual Meeting)
| Item | Outcome | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|---|
| Election—Jamie S. Miller | Elected | 761,838,635 | 3,383,942 | 1,314,005 | 167,260,893 |
| Say-on-Pay (Advisory) | Approved | 683,449,696 | 80,282,459 | 2,804,427 | 167,260,893 |