Laura Thatcher
Director at ROP
Board
About Laura G. Thatcher
Laura G. Thatcher (age 69) is an independent director of Roper Technologies and has served on the Board since 2015. She is the retired Head of the Executive Compensation Practice at Alston & Bird LLP, where she practiced law for 33 years and led the compensation practice for 18 years, and she co‑authored the Compensation Committee Handbook (Wiley, 2008), widely used by public company boards. Thatcher currently chairs Roper’s Compensation Committee and serves on the Executive Committee; she is affirmatively determined independent under Nasdaq and SEC rules.
Past Roles
| Organization | Role | Tenure | Committees / Impact |
|---|---|---|---|
| Alston & Bird LLP | Head of Executive Compensation Practice; Partner | 33 years; led practice 18 years | Built and led executive compensation counsel for U.S. and international public companies; co‑authored Compensation Committee Handbook, guiding strategy, compliance, and governance |
| Batson‑Cook Company | Director | 1994–2007 | Regional commercial construction and development; board service |
| Atlanta Legal Aid Society, Inc. | Director | 2008–2014 | Nonprofit legal services; board service |
| Certified Equity Professional Institute (CEPI), Santa Clara University | Advisory Board (Past Chair); Board of Review for industry guidance project | Not disclosed | Provided industry guidance on equity compensation risks and controls |
External Roles
| Organization | Role | Status / Tenure | Notes |
|---|---|---|---|
| Public company directorships | None listed | Current | No current public company boards disclosed in ROP’s proxy profile |
| CECO/Charles River/etc. | N/A | N/A | Not applicable to Thatcher; those directorships relate to another ROP director |
Board Governance
- Committee assignments: Chair, Compensation Committee; Member, Executive Committee
- Independence: Board determined Thatcher is independent; all committee members are independent
- Attendance: Board held six meetings in 2024; all directors attended more than 75% of assigned Board and committee meetings; all directors attended the 2024 Annual Meeting
- Executive sessions: Non‑management directors meet in executive session at least five times a year; Independent Chair presides
- Years of service: 10 years on the Board as of 2025
| Committee | Role | 2024 Meetings | Notes |
|---|---|---|---|
| Compensation | Chair | 6 | Oversees CEO/NEO pay, plan design, director compensation, risk review; retains independent consultant |
| Executive | Member | 0 | Authorized to exercise Board powers between meetings; no meetings held in 2024 |
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual Cash Retainer | $60,000 | Standard non‑employee director base retainer |
| Committee Chair Fee (Compensation Committee) | $5,000 | Supplemental annual cash retainer for chair role |
| Total Cash Fees (2024) | $65,000 | Thatcher’s reported fees earned or paid in cash |
| Perquisites | $0 | Directors receive limited cash retainers and no perquisites under the Director Compensation Plan |
Performance Compensation
| Component | Grant Value (USD) | Vesting | Form / Terms |
|---|---|---|---|
| Annual Equity Award (2024) | $385,000 | 50% vests six months from grant; 50% vests the day prior to the next Annual Meeting | Restricted stock/RSUs; economic value based on closing price on grant date |
| Thatcher Stock Awards (2024) | $385,000 | See vesting above | Reported grant date fair value per ASC 718 |
No performance metrics are tied to director equity awards; director grants vest based on time (not performance) per the Director Compensation Plan .
Other Directorships & Interlocks
| Item | Disclosure |
|---|---|
| Current public company boards | None listed for Thatcher |
| Compensation Committee interlocks | None; committee members (including Thatcher) had no relationships requiring Item 404 related party disclosure in 2024, and no executive officers served on boards/compensation committees that would create interlocks |
| Related‑party transactions | None in 2024; Audit Committee reviews related person transactions |
Expertise & Qualifications
- Executive compensation strategy and governance; organizational development; M&A; talent and team development
- Co‑author of Compensation Committee Handbook, providing practical governance frameworks for pay strategy, compliance, and committee operations
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (shares) | 20,249 |
| Percent of class | <1% |
| Unvested restricted stock (included within totals) | 352 shares with sole voting power, no investment power |
| Options (exercisable within 60 days) | Not disclosed for Thatcher; options disclosure applies to specified executives only |
| Director ownership guideline | 10× annual cash base retainer ($600,000) within five years; retain 60% of shares until met |
| Guideline compliance | All directors in compliance |
| Hedging/Pledging | Anti‑hedging and anti‑pledging policy in effect; exception applies only to legacy shares pledged by another director (not Thatcher) |
Governance Assessment
- Board effectiveness: Thatcher’s deep executive compensation and governance expertise is directly leveraged as Compensation Committee Chair, overseeing program alignment, risk review, and use of an independent consultant (Compensia), with the committee meeting 6 times in 2024 and reporting strong shareholder support (2024 Say‑on‑Pay approval >89%). These are positive signals for pay governance and board rigor.
- Independence and engagement: Confirmed independent; strong attendance; active executive sessions under an independent Board Chair—supports robust oversight culture.
- Alignment: Director pay is