Sylvia Acevedo
QUALCOMM INC/DEAbout Sylvia Acevedo
Independent director at Qualcomm (QCOM) since 2020; age 67. Former CEO of Girl Scouts USA with prior operating roles at Dell, Autodesk, Apple, IBM, and NASA JPL. Holds a B.S. in Industrial Engineering (New Mexico State) and an M.S. in Industrial Engineering (Stanford); ESG Designation from Competent Boards; two honorary doctorates (Washington College; Duke). Board service emphasizes technology, international business, public policy, and climate/sustainability experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Girl Scouts of the USA | CEO; Interim CEO | CEO: May 2017–Aug 2020; Interim: Jun 2016–May 2017 | Led national leadership organization; executive leadership credentials |
| CommuniCard LLC | Co‑Founder, President & CEO | Oct 2002–Mar 2013 | Startup and growth leadership |
| REBA Technologies (acq. by Applied Microsystems) | Co‑Founder & VP, Sales & Marketing | 2001–2002 | Company sold; entrepreneurial and M&A exposure |
| Dell; Autodesk; Apple; IBM; NASA JPL | Various roles | Not disclosed | Broad technology and operations experience |
External Roles
| Company | Role | Start | Committees/Notes |
|---|---|---|---|
| Credo Technology Group Holding Ltd | Director | Dec 2021 | Current public board; committee roles not disclosed in QCOM proxy |
Board Governance
- Independence: Board has determined all directors except the CEO are independent (includes Ms. Acevedo). Governance Committee members (including Ms. Acevedo) are independent under NASDAQ rules .
- Committee assignments: Governance Committee member; the committee met 5 times in fiscal 2024 .
- Attendance: In fiscal 2024, each director attended at least 75% of aggregate Board and committee meetings; average attendance 98% . All directors then in office attended the last annual meeting .
- Board structure: Independent Chair; therefore no Lead Independent Director is appointed. Independent directors hold regular executive sessions without management .
- Director service limits: Generally capped at four public company boards (including Qualcomm) to manage time commitments .
Fixed Compensation
| Component | Amount/Term | Notes |
|---|---|---|
| Annual cash retainer (U.S. resident) | $100,000 | Paid quarterly; directors may elect DSUs in lieu |
| Committee chair retainers | Audit & HR/Comp: $40,000; Governance: $30,000 | In addition to Board retainer |
| Committee member fee (non‑chair) | $15,000 | Per committee |
| Meeting fees | None for Board or first 10 committee meetings; $1,500 per additional committee meeting | Applies after 10 committee meetings/year |
| Equity retainer (DSUs) FY24 | $225,000 | Fixed‑value DSUs; increased to $275,000 for FY25 grants |
| Vesting/holding/settlement | DSUs vest immediately; 3‑year holding; settle in 3 years; distribution can be further deferred | Dividend equivalents accrue as additional shares |
| Perquisites/pensions | No pension; no above‑market NQDC earnings; perqs < $10k per director | Program aligned with best practices |
Fiscal 2024 director compensation (individual):
| Metric | Cash Fees ($) | Stock Awards ($) | All Other Comp ($) | Total ($) |
|---|---|---|---|---|
| Sylvia Acevedo | 115,000 | 225,135 | 3,730 | 343,865 |
Performance Compensation
| Element | Structure | Performance Metrics |
|---|---|---|
| Annual equity (DSUs) | Fixed‑value grant (no options); time‑based with 3‑year holding and fixed settlement timeline | None; non‑employee directors do not receive performance‑conditioned equity or non‑equity incentives |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public boards | Credo Technology Group Holding Ltd (since Dec 2021) |
| Compensation committee interlocks | Company discloses no HR & Compensation Committee interlocks during fiscal 2024; Acevedo is not on that committee |
| Overboarding policy | Max four public boards (including Qualcomm) generally; Governance Committee approval required for new invitations |
Expertise & Qualifications
- Technology operating leadership; prior roles at Dell, Autodesk, Apple, IBM, NASA JPL .
- Public policy and non‑profit executive leadership (former CEO, Girl Scouts; federal advisory commission service) .
- Board skills matrix: Executive leadership; public company board experience; technology industry; public policy/political affairs; international business; climate/environmental .
- Education: B.S. (NMSU), M.S. (Stanford) in Industrial Engineering; ESG Designation (Competent Boards); honorary doctorates (Washington College, Duke) .
Equity Ownership
| Measure | Value |
|---|---|
| Common shares beneficially owned | 58 shares; <1% of class (“*”) |
| Outstanding DSUs (at Sept 29, 2024) | 5,796 DSUs (includes dividend equivalents/deferred amounts) |
| Ownership guidelines | Directors must hold ≥5x annual retainer; shares and vested DSUs count; as of Dec 15, 2024, all non‑employee directors met the guideline except a new 2024 appointee (Ms. Myers) |
| Hedging/pledging policy | Hedging prohibited for Covered Persons; pledging prohibited for Designated Insiders (policy covers directors) |
Insider Trades and Forms
| Date | Filing | Summary |
|---|---|---|
| Mar 10, 2025 | Form 4 | Settlement of Annual Deferred Stock Units granted March 9, 2022 |
| Mar 18, 2025 | Form 4 | Additional Form 4 filed (see EDGAR text index) |
| Mar 20, 2025 | Form 4 | Additional Form 4 listed on Qualcomm IR filings page |
Note: Non‑employee director equity is delivered as DSUs; Form 4 activity typically reflects annual grant issuance/settlement mechanics rather than open‑market transactions .
Say‑on‑Pay and Shareholder Support Signals
| Item | 2024 Result |
|---|---|
| Director election support (Sylvia Acevedo) | For: 760,355,069; Withhold: 9,153,712; Abstain: 2,006,521; Broker non‑votes: 169,239,067 |
| Say‑on‑Pay (NEO compensation) | For: 704,559,020; Against: 64,229,539; Abstain: 2,726,743; Broker non‑votes: 169,239,067 |
Related‑Party and Conflict Checks
- Company’s related‑person transactions disclosure for fiscal 2024 notes no transactions involving Ms. Acevedo; only a CEO family member employment arrangement reviewed/approved (not related to Ms. Acevedo) .
- Governance Committee (of which Ms. Acevedo is a member) oversees ESG policies, political contributions, corporate citizenship, operational resilience, Insider Trading Policy changes, and stock ownership guideline compliance .
- Insider Trading Policy prohibits hedging and restricts pledging as noted above, mitigating alignment risks .
Director Compensation Program — Additional Detail
| Topic | Qualcomm Practice |
|---|---|
| Independent consultant | Pay Governance advises HR & Compensation Committee; no conflicts of interest in FY24 |
| FY25 change | Annual director DSU grant increased from $225,000 to $275,000 to align with peers |
| Deferrals | U.S. directors may defer cash retainer into NQDC; DSU distribution can be further deferred beyond 3‑year holding |
Governance Assessment
-
Strengths
- Independent status; Governance Committee member; Governance Committee composed entirely of independent directors .
- Strong attendance culture (≥75% for each director; 98% average; all directors attended last annual meeting) .
- Ownership alignment via meaningful stock ownership guideline (5x retainer), with vested DSUs counting; non‑employee directors, including Ms. Acevedo, met guideline as of Dec 15, 2024 (except a new 2024 appointee) .
- Hedging banned and pledging restricted by policy, reducing misalignment risk .
- Transparent, fixed‑value DSU structure with no director options or short‑term incentive pay; no pensions; perqs minimal .
-
Potential Watch‑Items
- Low common stock count (58 shares) offset by vested DSUs and guideline compliance; still, some investors prefer larger outright share holdings beyond DSUs .
- External public board at Credo Technology: no related‑party transactions disclosed, but investors may monitor for any future commercial ties; none reported in FY24 .
Overall, Ms. Acevedo presents as an independent, governance‑focused director with strong technology and public policy credentials, solid attendance, and compliant ownership alignment through DSUs and guidelines—supportive of investor confidence .