Jean-Pascal Tricoire
About Jean-Pascal Tricoire
Jean-Pascal Tricoire, 61, is an independent director of Qualcomm, serving since 2020. He is Chairman of Schneider Electric SE (since April 2013) and previously served as CEO (2006–2023), COO (2004–2006), and EVP International Division (2002–2004) at Schneider Electric. He holds a degree in Electronic Engineering (École Supérieure d’Électronique de l’Ouest), an MBA from EM Lyon, plus a Corporate Director Certificate (Harvard Business School) and CERT Certificate in Cybersecurity Oversight (Carnegie Mellon). His board profile emphasizes extensive international operating leadership across technology, cybersecurity, finance, public policy, and climate/sustainability domains .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Schneider Electric SE | Chairman of the Board | Apr 2013 – Present | Led board through industry transitions in energy/automation; non‑US perspective and ESG focus called out in QCOM profile . |
| Schneider Electric | Chief Executive Officer | May 2006 – Apr 2023 | Long-tenured CEO across cyclical and technology shifts . |
| Schneider Electric | Chief Operating Officer | Jan 2004 – May 2006 | Global operations management . |
| Schneider Electric (International Division) | EVP, International Division | Jan 2002 – Jan 2004 | Oversaw international business; operational roles in China, Italy, South Africa, U.S. . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Schneider Electric SE (Euronext: SU) | Chairman of the Board | Apr 2013 – Present | Only current public company board disclosed besides QCOM . |
Board Governance
- Committee assignments: Member, Governance Committee; not a chair (Governance Committee chaired by Ann M. Livermore) .
- Independence: Board determined all directors except the CEO (Mr. Amon) are independent; Tricoire is independent .
- Attendance: In FY2024, each director attended at least 75% of applicable board/committee meetings; average director attendance was 98%. The board held 8 meetings; Governance Committee held 5 meetings .
- Annual meeting attendance: All directors then in office attended the last annual meeting .
- Election support (2025 AGM): For/Withhold/Abstain votes for Tricoire were 754,861,390 / 10,382,074 / 1,293,118 (broker non‑votes 167,260,893); he was elected by a majority of votes cast .
- Board leadership: Independent Chair (Mark D. McLaughlin); no Lead Independent Director given independent Chair structure .
Fixed Compensation
| Component | Amount/Terms | FY Reference |
|---|---|---|
| Base annual cash retainer (non‑U.S. residents) | $120,000 (non‑U.S. director rate; U.S. rate $100,000) | FY2024 |
| Committee member retainer (all committees) | $15,000 (member); Governance Chair $30,000 (not applicable to Tricoire) | FY2024 |
| Board/Committee meeting fees | None for first 10 meetings; $1,500 per additional committee meeting beyond 10 (if any) | FY2024 |
| Tricoire – Fees earned/paid in cash | $135,000 (reflects $120,000 non‑U.S. retainer + $15,000 Governance member) | FY2024 |
Notes: Directors may elect to receive all/part of cash retainer in DSUs; Tricoire elected DSUs for certain cash fees; these DSUs are fully vested and settle upon termination of board service .
Performance Compensation
| Award Type | Value | Grant/Settlement | Performance Metrics | Vesting/Hold |
|---|---|---|---|---|
| Annual DSUs (non‑employee directors) | $225,000 fixed value grant | Granted on annual meeting date | None (fixed‑value, not performance‑based) | Fully vested at grant; mandatory 3‑year holding; settle 3 years from grant or upon death/disability/change in control; deferral election permitted; dividend equivalents accrue |
| Change for FY2025 | Increased annual DSU grant value to $275,000 to align with peer practices; effective at 2025 Annual Meeting | 2025 AGM grant | — | Same hold/settlement rules |
Director Compensation (FY2024 actual)
| Item | Amount |
|---|---|
| Fees Earned or Paid in Cash (Tricoire) | $135,000 |
| Stock Awards (DSUs – grant date fair value) | $225,135 |
| All Other Compensation | $0 (no perqs >$10k; company charitable match = $0 for Tricoire) |
| Total | $360,135 |
Other Directorships & Interlocks
- Current public boards: Schneider Electric SE (Chairman) .
- Qualcomm policy on outside boards: Generally limits service to four public boards (including Qualcomm) for non‑executives; Governance Committee must be informed and reviews time commitments .
- Related-party/Interlocks: Qualcomm’s related‑person transactions disclosure lists only a CEO family member employment; no related‑person transactions disclosed for Tricoire .
Expertise & Qualifications
- Skill matrix: Tricoire’s disclosed skills include executive leadership, public company board service, technology industry, accounting/finance, public policy/political affairs, international business, information security, and climate/environmental .
- Education/certifications: Electronic Engineering (ESEO), MBA (EM Lyon), Corporate Director Certificate (HBS), CERT in Cybersecurity Oversight (CMU) .
Equity Ownership
| Measure | Value/Status |
|---|---|
| Beneficially owned common shares (as of Dec 15, 2024) | 1,899 shares |
| Outstanding DSUs (at Sept 29, 2024) | 11,496 DSUs (includes dividend equivalents/deferrals) |
| Vested DSUs under LTIP (as of Dec 15, 2024) | 5,597 units vested (includes accrued dividend equivalents) |
| Ownership guidelines | Non‑employee directors must hold shares/vested DSUs equal to ≥5x the U.S. annual retainer; as of Dec 15, 2024, all non‑employee directors met the guideline except Ms. Myers (new in 2024) |
| Hedging/Pledging | Directors prohibited from hedging; Designated Insiders (including directors) may not pledge or hold in margin accounts |
Governance Assessment
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Strengths for investor confidence:
- Independent director with deep global operating experience and broad skill coverage in technology, cybersecurity, finance, public policy, and climate/sustainability .
- Clean conflicts profile: no related‑person transactions disclosed for Tricoire .
- Strong board process indicators: independence affirmed, high attendance across the board (avg 98%), all directors attended the annual meeting .
- Pay alignment: Director pay structure is standard (cash retainer + fixed-value DSUs with a mandatory three‑year holding period), increasing equity alignment; hedging/pledging prohibited; ownership guideline compliance noted for non‑employee directors .
- Shareholder support: Received 754.9M “For” votes at 2025 AGM; elected by majority vote .
-
Watch items:
- Time commitments are monitored under Qualcomm’s outside-boards policy; current disclosed public boards are Qualcomm and Schneider Electric, within stated limits .
- Director-specific attendance rates are not disclosed; reliance on company-wide thresholds (≥75%) and averages .
-
Compensation mix implications:
- FY2024: ~$135k cash vs ~$225k equity (fully vested with 3‑year hold), indicating a significant equity weighting that supports alignment without performance metrics that could compromise independence .
- FY2025 equity grant increased to $275k, further modestly increasing equity alignment relative to cash .
No red flags identified regarding related-party exposure, hedging/pledging, or delinquent Section 16 filings for Tricoire; overall governance posture appears supportive of board effectiveness and investor alignment based on available disclosures .