Jacques Esculier
About Jacques Esculier
Jacques Esculier, 65, is an independent director of S&P Global (SPGI) since 2022 and serves on the Audit Committee and Finance Committee; he is designated a “financial expert” on the Audit Committee. He previously was CEO (2007–2020) and Chairman (2009–2020) of WABCO Holdings, with senior roles at American Standard/Trane and AlliedSignal/Honeywell Aerospace; he holds an MS in General Sciences (École Polytechnique, Paris), an MS in Aerospace (ISAE), and an MBA (INSEAD). He is currently a director of Daimler Truck Holding AG.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| WABCO Holdings Inc. | Chief Executive Officer; Chairman of the Board | CEO: Jul 2007–May 2020; Chairman: May 2009–May 2020 | Led company until acquisition in 2020 |
| American Standard Companies / Trane | VP; President, Vehicle Control Systems; Business Leader for Trane EMEA/India/Asia | 2002–Jan 2004 (Business Leader); 2004–2007 (President VCS) | Led regional and business unit operations |
| AlliedSignal/Honeywell Aerospace | VP & GM, Environmental Control & Power Systems; VP, Aftermarket Services–Asia Pacific | ~1996–2002 | General management roles in LA and Singapore |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Daimler Truck Holding AG | Director | Current | Public company directorship |
| Pentair plc | Director | 2014–May 2020 | Prior public board experience |
Board Governance
- Independence: All directors (except CEO and former CEO) meet NYSE independence; Esculier is independent.
- Committees: Member of Audit and Finance; Audit Committee designates him a “financial expert.”
- Attendance and engagement: Board held 10 meetings in 2024; no director attended <75% of aggregate board/committee meetings; all directors attended the 2024 Annual Meeting; independent directors held executive sessions at least 10 times.
- Related-party/transactions: Company disclosed no material related-person transactions since Jan 1, 2024; routine arm’s-length business with certain institutions is reviewed under the related-person policy.
Fixed Compensation
| Component | 2024 | Notes |
|---|---|---|
| Annual Board cash retainer ($) | $100,000 | Standard non-employee director retainer |
| Committee member cash retainer – Audit ($) | $18,000 | Member fee; no meeting fees |
| Committee member cash retainer – Finance ($) | $12,000 | Member fee; no meeting fees |
| Total fees earned or paid in cash ($) | $130,000 | Esculier elected to defer all 2024 cash under the Director Deferred Stock Ownership Plan |
| All other compensation ($) | $60 | Company-paid life insurance premiums (no charitable match listed for Esculier) |
Performance Compensation
| Award Type | 2024 Grant Value | Terms | Performance Metrics |
|---|---|---|---|
| Annual deferred share credit (equity) | $225,000 | Credited as 454.09 deferred shares based on $495.50 closing price on Jan 2, 2025; shares delivered after end of Board service, lump sum or up to 5 annual installments | None; time-based deferred share credits (no options or PSUs for directors) |
Additional director program features:
- No meeting fees; annual compensation limits apply; robust stock ownership guidelines (5x cash retainer within 5 years).
- Anti-hedging/anti-pledging policy for directors; no director has pledged company stock.
- For 2025, SPGI has written agreements for Esculier to receive all cash payments as deferred shares, further aligning interests.
Other Directorships & Interlocks
| Company | Relationship to SPGI | Potential Interlock/Conflict Notes |
|---|---|---|
| Daimler Truck Holding AG | Esculier: Director | No Daimler Truck-related transactions disclosed in independence review; Board concluded considered transactions did not impair independence (examples cited for other directors only). |
Expertise & Qualifications
- Industrial and aerospace operating leadership (Honeywell/AlliedSignal; American Standard/Trane); CEO/Chair experience at WABCO.
- Financial oversight credentials; designated Audit Committee “financial expert.”
- Education: MS (École Polytechnique); MS Aerospace (ISAE); MBA (INSEAD).
Equity Ownership
| Holding Type | Amount | Date/Source |
|---|---|---|
| Beneficial ownership (common shares) | 1,273 shares (sole voting/investment power) | As of March 6, 2025 |
| Director deferred stock awards (units) | 2,159 units | As of March 6, 2025 |
| Director deferred stock awards (units) | 1,427 units | As of Dec 31, 2024 |
| Ownership guidelines | All directors in compliance with 5x cash retainer guideline as of Mar 6, 2025 | Policy prohibits hedging/pledging; none pledged |
| Shares outstanding | 313,840,070 shares (reference for ownership context) | As of Mar 6, 2025 |
Governance Assessment
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Strengths
- Independence and dual committee service (Audit and Finance), with Audit “financial expert” designation — supportive of board effectiveness and financial oversight.
- Strong alignment: elected to defer all 2024 cash fees; receives annual equity via deferred share credits; 2025 agreement to defer cash into shares; complies with 5x ownership guideline; no hedging/pledging.
- Attendance and engagement: no directors below 75% threshold; all attended the annual meeting; frequent executive sessions of independent directors.
- No material related-party transactions disclosed; Compensation Committee interlocks/insider participation not present.
-
Watch items / potential conflicts
- External board seat at Daimler Truck Holding AG; while SPGI routinely engages with large corporates, the proxy did not disclose any Daimler Truck-related transactions for independence review — monitor for future disclosures of customer/vendor relationships to ensure continuing independence.
-
Overall signal for investors
- Esculier’s financial expertise, committee roles, and equity-centric (and cash-deferral) compensation approach indicate solid governance alignment and oversight capability, with no disclosed red flags on attendance, related-party transactions, or stock pledging.