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Tamara L. Lundgren

Director at RYDER SYSTEMRYDER SYSTEM
Board

About Tamara L. Lundgren

Tamara L. Lundgren is Chairman, President and CEO of Radius Recycling (formerly Schnitzer Steel Industries), and has served on Ryder System, Inc.’s Board since 2012; she is currently age 67 and is an independent director serving on the Audit and Corporate Governance & Nominating Committees . Her background spans 25 years in investment banking and law (Managing Director roles at JPMorgan Chase and Deutsche Bank; partner at Hogan Lovells), and senior operating roles at Schnitzer/Radius (CSO, EVP, COO), before becoming CEO in 2008 and Chairman in 2020 .

Past Roles

OrganizationRoleTenureCommittees/Impact
Radius Recycling (formerly Schnitzer Steel Industries)Chairman; President & CEOChairman since 2020; CEO since 2008Leads one of the largest recycled metals manufacturers/exporters in North America .
Schnitzer Steel Industries (pre-Radius)Chief Strategy Officer; EVP; COOJoined 2005; roles prior to CEOStrategy, operations leadership prior to CEO appointment .
JPMorgan Chase; Deutsche BankManaging Director (Investment Banking)Prior to 2005Capital markets, M&A, cross-border finance .
Hogan Lovells (then Hogan & Hartson)Partner (Law)Prior to banking rolesCorporate law; governance and transactions .

External Roles

OrganizationRoleTenureNotes
Radius RecyclingDirector (issuer on which she is CEO)CurrentCurrent public company directorship .
Parsons CorporationDirectorUntil April 2020Prior public board service .
Federal Reserve Bank of San FranciscoDirector; former ChairUntil Dec 2023Former Chair of the Board .
U.S. Chamber of CommerceDirector; former ChairmanUntil June 2022Former Chairman of the Board .

Board Governance

  • Independence: Board determined Lundgren is independent under NYSE and company standards; 10 of 11 directors are independent .
  • Committee assignments: Audit Committee member; Governance & Nominating Committee member; not a committee chair .
  • Audit oversight: All Audit Committee members are “audit committee financial experts” under SEC rules; scope includes financial reporting, ICFR, and cybersecurity oversight .
  • Attendance and engagement: The Board held five regular meetings in 2024; all directors attended at least 75% of Board and committee meetings and attended the 2024 Annual Meeting .
  • Shareholder engagement context: Governance Committee oversees shareholder engagement; in 2024 management and the Lead Independent Director met investors representing ~25% of outstanding shares, and say‑on‑pay received over 95% support in 2024 .

Fixed Compensation (Non‑Employee Director; 2024)

Component2024 Policy/DesignLundgren 2024 Actual
Annual cash retainer$115,000 annual Board retainer (increased by $5,000 in 2024) $113,500 cash fees (includes $1,000 excess meeting fee)
Committee chair retainers$20,000 (Finance, Compensation, Governance); $25,000 (Audit) N/A (not a chair)
Lead Independent Director retainer$30,000 N/A
Excess meeting fees$1,000 for each Board or committee meeting above 8 per year Received $1,000

Notes: Directors may elect to take retainers in stock and/or defer cash retainers; no Pension Plan or 401(k) eligibility for directors .

Performance Compensation (Director Equity and Structure)

Equity ElementDesign DetailsLundgren 2024 Amount
Annual RSU grant$180,000 in RSUs granted on meeting date; vests upon grant after first year of service, settlement may be deferred; change‑in‑control triggers settlement Stock awards (grant-date fair value incl. dividend equivalents): $215,417
  • Metrics: Non‑employee director equity is not performance‑conditioned; awards are time‑based/board‑service based with optional deferral (no above‑market earnings on deferrals) .

Other Directorships & Interlocks

Company/BodyRelationship to RyderPotential Interlock/Conflict Considerations
Radius Recycling (CEO & Director)No disclosed related‑party transactions with Ryder in 2024 Board annually reviews transactions with companies where directors or their families are officers; independence affirmed for Lundgren .
Parsons (former)NonePrior service ended 2020 .
FRB San Francisco; U.S. Chamber (former)NonePublic policy/oversight experience; not commercial counterparties .

Expertise & Qualifications

  • Global operations, strategy, and corporate law expertise; senior public company leadership (CEO/Chair) .
  • Financial sophistication recognized via Audit Committee appointment; Audit Committee collectively comprises SEC “financial experts” .
  • Capital markets and M&A experience (Managing Director roles at JPMorgan and Deutsche Bank) .

Equity Ownership

MetricValue
Total beneficial ownership (2/21/2025)30,013 shares (<1% of outstanding)
Shares which may be acquired within 60 days11,887 (director RSUs that are fully vested; settlement typically deferred)
Outstanding stock awards (12/31/2024)11,887 deferred RSUs outstanding
Director ownership guideline6x annual Board retainer; to be met within 5 years; all directors compliant as of 12/31/2024
Hedging/pledgingProhibited for directors under Insider Trading Policy

Governance Assessment

  • Strengths for board effectiveness:
    • Deep operating, legal, and capital markets background aligned to Ryder’s risk, M&A, and strategy oversight needs; active on Audit (financial controls and cybersecurity) and Governance (composition, evaluations, ESG oversight) .
    • Independence affirmed despite external CEO role; no related‑party transactions in 2024; Board specifically reviews potential relationships and maintained independence determinations .
    • Strong alignment incentives: material equity component in director pay, 6x retainer ownership guideline, and bans on hedging/pledging .
    • Engagement: met attendance requirements; received an excess meeting fee, indicating participation beyond baseline .
  • Potential risks/red flags:
    • External CEO workload: Board’s overboarding policy allows up to 4 other public boards (directors) and 2 for the CEO/Chair; her service (Ryder + her own company’s board) remains within policy thresholds .
    • Compensation structure changes modestly increased guaranteed elements in 2024 (cash and equity retainers each +$5,000), but design remains standard for directors and largely equity‑oriented .

Overall, Lundgren presents as an engaged, independent director with relevant operating/financial expertise and strong alignment to shareholders, with low conflict risk based on 2024 disclosures .