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John Absmeier

About John P. Absmeier

Independent director since 2019; age 50; currently Chair of the Growth & Innovation Committee. Background spans nearly 30 years in autonomous, electric, and connected vehicle technology with senior roles at Woven by Toyota (CTO), Lear (CTO), Samsung (VP, Smart Machines), and Delphi/Aptiv; U.S. Marine Corps service. Education: B.S. Mechanical Engineering (Purdue) and M.S. Mechanical Engineering and Management of Technology (UC Berkeley) . Independence affirmed by the Board in January 2025; all current directors attended more than 75% of meetings in 2024 .

Past Roles

OrganizationRoleTenureCommittees/Impact
Woven by ToyotaChief Technology Officer2022–presentLeads Toyota’s transformation into a mobility company; deep autonomy/EV connectivity expertise
Lear CorporationChief Technology Officer2018–2022Technology leadership in automotive seating/electrics
Samsung ElectronicsVice President, Smart Machines2015–2018Advanced software/AI/automation initiatives
Delphi (now Aptiv)Managing Director – Delphi Labs & Automated Driving; Business Director – Electronic Controls, APAC; other roles1996–2015Autonomous driving; electronic controls; international leadership
U.S. Marine CorpsVariousN/AMeritorious promotions and honors

External Roles

OrganizationRoleTenureNotes
Voltaiq (private)DirectorSince 2022Battery intelligence software
Woven by Toyota (subsidiary of Toyota)DirectorSince 2023Subsidiary board, not a public company board
Other public company boardsCount of other public boards for Absmeier: 0

Board Governance

  • Committee assignments: Chair, Growth & Innovation; not listed as member of Audit, Compensation, Finance, or Nominating & Corporate Governance .
  • Attendance: Each current director attended ≥75% of applicable meetings in 2024; Board held 8 meetings and committees held 27; all current directors attended 100% of Board meetings; directors attended >80% of applicable committee meetings .
  • Independence: Board affirmed independence for all nominees except the CEO; Absmeier is an independent director .
  • Years of service: Director since 2019 (≈6 years as of 2025) .
  • Executive sessions: Regular non-management executive sessions led by the Chairman or relevant committee chair .

Fixed Compensation

Metric20232024
Annual retainer and committee fees ($)$110,500 $118,333
Benefits ($)$6,177 $28,085
RSU Award ($, UK single figure method)$127,731 $144,881
RSU Award ($, GAAP grant-date fair value)N/A$175,000
Committee chair/member fee frameworkG&I member $5,000; G&I chair $12,500; Audit $10,000; Compensation $9,000; N&CG $7,500; Finance/G&I members $5,000
Annual cash retainer ($)$100,000; Chair of Board receives +$140,000 (not applicable to Absmeier)
UK meeting attendance fee$5,000 per UK meeting (if applicable)

Note: UK “single figure” RSU value uses fiscal three-month ending closing price ($32.47 for 2024); GAAP table shows grant-date fair value; RSUs granted to non-executive directors elected at the 2024 AGM were 4,462 units (vest 100% at next AGM) .

Performance Compensation

ElementStructureMetrics2024 Outcome
Director equityTime-based RSUs onlyNone (no performance conditions for non-executive director grants) Granted June 11, 2024: 4,462 RSUs; vest at 2025 AGM

No PSUs/options or performance-linked metrics are used for director compensation; performance-based PRSUs apply to executives, not non-executive directors .

Other Directorships & Interlocks

Potential InterlockDescriptionGovernance View
Woven by ToyotaAbsmeier is CTO and director; Toyota is a major OEM potentially in Sensata’s end markets Board independence review deemed any transactions involving companies where directors are officers immaterial (below greater of $1M or 2% of the other company’s revenue) and affirmed independence; Audit Committee oversees related-person transactions policy

Expertise & Qualifications

  • Deep domain expertise in autonomous, electric, and connected vehicle markets; senior leadership, international business, M&A, software, manufacturing/operations, and strategy .
  • Education: BS Mechanical Engineering (Purdue); MS Mechanical Engineering and Management of Technology (UC Berkeley) .
  • Military leadership experience; meritorious recognition .

Equity Ownership

MetricValue
Beneficially owned shares17,579
Ownership % of shares outstanding<1% (based on 146,017,933 shares as of 3/30/25)
Unvested RSUs/stock optionsUnvested RSUs: 4,462; Options: none
Vested but unexercised optionsNone
Pledged sharesNot permitted under Company insider policy (no pledging/hedging)
Director ownership guideline5× annual cash retainer ($500,000 requirement); retention of 50% net after-tax shares until met; compliance timeline 5 years
Compliance status (12/31/2024)100% guideline achieved for Absmeier

Governance Assessment

  • Committee leadership: Chairs Growth & Innovation Committee, which oversees technology and innovation initiatives, M&A for growth areas, and new technology risks; alignment with his technology background and industry network enhances board effectiveness .
  • Independence and conflicts: Independence affirmed; related-party transactions policy requires Audit Committee approval; Board found any ordinary-course dealings with companies tied to directors immaterial (below $1M/2% thresholds) .
  • Engagement and attendance: Board and committee engagement strong; all current directors attended 100% of Board meetings and >80% of applicable committee meetings in 2024; Absmeier attended ≥75% of assigned meetings .
  • Ownership alignment: Meets director stock ownership guidelines; RSU grants align director incentives with long-term shareholder value; hedging/pledging prohibited .
  • Director pay structure: Balanced cash retainer, committee fees, and annual RSU grant; no performance-linked director equity; transparent policy subject to shareholder approval under UK regime .

Appendix: Committee Overview (for context)

  • Growth & Innovation Committee (Chair: Absmeier): Oversees technology/innovation initiatives, related investments/M&A, impact on growth, profitability, and competitive position; monitors new technologies and competitive trends .
  • Audit, Compensation, Finance, Nominating & Corporate Governance: Fully independent committees with defined remits for financial reporting, human capital/compensation, capital structure/transactions, and governance/ESG oversight .