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Yolanda Conyers

About Yolanda L. Conyers

Independent director since 2022; age 58. Former Vice President of Global Human Resources and Chief Global Diversity Officer at Lenovo, with 30+ years of talent management and cross-cultural leadership experience in technology and engineering; currently serves on Seagate’s Compensation and People Committee and has no other current public company directorships .

Past Roles

OrganizationRoleTenureCommittees/Impact
Lenovo FoundationPresidentJan 2018 – Dec 2020Led corporate philanthropy initiatives
LenovoVP Global HR & Chief Global Diversity OfficerDec 2014 – Dec 2020D&I strategy, global HR leadership
LenovoVarious leadership rolesJan 2007 – Dec 2014Global operations, talent development
Dell TechnologiesVarious leadership rolesNot disclosedTechnology and operations experience
Texas InstrumentsVarious leadership rolesNot disclosedEngineering and technology background

External Roles

CompanyRoleStatus
NoneNo current public company directorships

Board Governance

  • Committee assignments: Member, Compensation and People Committee; not a chair .
  • Independence: Board determined she is independent under Nasdaq and Company guidelines; all members of core committees are independent .
  • Attendance: Each incumbent director attended at least 75% of Board and committee meetings in FY2025. Board met 4 times; Compensation and People Committee met 4 times; Audit and Finance 9; Nominating and Corporate Governance 5. Independent directors held executive sessions at each quarterly Board meeting and all regularly scheduled committee meetings .
  • Years of service: Director since 2022 .
  • Share ownership guideline: Required minimum holding equal to 4x annual board cash retainer; all non-employee directors met the requirement as of June 27, 2025 .

Fixed Compensation

ElementFY2025 AmountBasis/Notes
Board cash retainer$100,000Standard non-employee director retainer
Committee membership fee (Compensation & People)$10,000Member fee (chair fee is $30,000)
Total fees earned (cash)$110,000Conyers FY2025 cash fees

Program structure (for context):

  • Board Chair (non-employee) retainer $175,000; Board member $100,000; Audit chair $35,000/member $15,000; Compensation chair $30,000/member $10,000; Nominating chair $20,000/member $10,000 .
  • Non-employee director compensation limit under the 2022 EIP: $750,000 per fiscal year (cash + equity grant-date fair value) unless shareholders approve an increase .

Performance Compensation

MetricFY2025 DetailTerms
Annual RSU grant value (board member)$275,000Determined as $275,000 ÷ average closing price for prior fiscal quarter; grant date typically at election/appointment
Grant date (FY2025 awards)Oct 19, 2024Company-wide non-employee director RSU grant date
Grant-date fair value (Conyers)$294,641ASC 718 valuation of RSUs granted in FY2025
RSUs outstanding (as of Jun 27, 2025)2,693Aggregate RSUs held; no stock options outstanding
Vesting scheduleEarlier of 1-year from grant or next AGM (≥50 weeks after prior meeting)Time-based vesting; fully vests upon Change of Control under the 2022 EIP
Performance metricsNone for director RSUsDirector awards are time-based; no revenue/EBITDA/TSR targets apply

Other Directorships & Interlocks

CategoryDisclosure
Current public company boardsNone
Committee roles at other public companiesNone disclosed
Interlocks (competitors/suppliers/customers)None disclosed

Expertise & Qualifications

  • Senior-level experience in multinational tech; deep expertise in talent management, diversity & inclusion, leadership development, global operations, and cross-cultural acumen (including Asian markets) .
  • Technology and engineering background noted; broad HR leadership credentials aligned with human capital oversight on the Compensation and People Committee .

Equity Ownership

MetricFY2024 (as of Jun 28, 2024)FY2025 (as of Jun 27, 2025)
Shares owned3,784 5,055
RSUs (unvested)4,271 2,693
Options (vested/unvested)—; no director stock options outstanding
Pledging/HedgingProhibited by policy for directors Prohibited by policy for directors
Ownership guideline complianceCompany states all non-employee directors meet 4x cash retainer guideline as of Jun 27, 2025 Met

Insider Trades (Section 16)

ItemFY2025 Status
Form 3/4/5 compliance (Conyers)Company states officers/directors complied in FY2025; only one late Form 4 noted for Michael Cannon (administrative oversight). No late filings indicated for Conyers
Hedging/pledgingCompany prohibits short sales, hedging, derivative transactions, margin accounts and pledging by directors

Governance Assessment

  • Board effectiveness: Conyers brings scarce human capital leadership and cross-cultural expertise relevant to Seagate’s global talent strategy; service on the Compensation and People Committee aligns with her background, supporting oversight of executive pay and workforce initiatives .
  • Independence and attendance: Independent under Nasdaq; attendance at least 75% threshold met; independent directors convene executive sessions at each quarterly Board meeting and all regularly scheduled committee meetings—positive for candid oversight .
  • Ownership alignment: Meets director ownership guideline (4x cash retainer); holds 5,055 shares plus 2,693 RSUs as of FY2025—alignment reinforced by anti-hedging/pledging policy .
  • Compensation structure: Cash fees ($110,000) plus time-based RSUs (grant-date fair value $294,641) are straightforward and within shareholder-approved cap ($750,000). RSUs vest on a time basis with Change of Control acceleration—standard practice; no options outstanding .
  • Shareholder signals: Say-on-Pay support at ~96% in 2024 suggests broad investor confidence in compensation governance; Compensation Committee uses independent consultant (Semler Brossy) and consists solely of independent directors .
  • Potential conflicts/related-party exposure: None disclosed; independence reviewed annually; board majority independent .

Red Flags

  • None observed in disclosures specific to Conyers: no other public boards (limits interlocks), no Section 16 compliance issues, no pledging/hedging, and clear ownership guideline compliance .
  • Note: Attendance disclosed only at “≥75%” threshold (company-wide), not individual rates—limited transparency vs. best practice individual disclosure .