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
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lenovo Foundation | President | Jan 2018 – Dec 2020 | Led corporate philanthropy initiatives |
| Lenovo | VP Global HR & Chief Global Diversity Officer | Dec 2014 – Dec 2020 | D&I strategy, global HR leadership |
| Lenovo | Various leadership roles | Jan 2007 – Dec 2014 | Global operations, talent development |
| Dell Technologies | Various leadership roles | Not disclosed | Technology and operations experience |
| Texas Instruments | Various leadership roles | Not disclosed | Engineering and technology background |
External Roles
| Company | Role | Status |
|---|---|---|
| None | — | No 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
| Element | FY2025 Amount | Basis/Notes |
|---|---|---|
| Board cash retainer | $100,000 | Standard non-employee director retainer |
| Committee membership fee (Compensation & People) | $10,000 | Member fee (chair fee is $30,000) |
| Total fees earned (cash) | $110,000 | Conyers 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
| Metric | FY2025 Detail | Terms |
|---|---|---|
| Annual RSU grant value (board member) | $275,000 | Determined as $275,000 ÷ average closing price for prior fiscal quarter; grant date typically at election/appointment |
| Grant date (FY2025 awards) | Oct 19, 2024 | Company-wide non-employee director RSU grant date |
| Grant-date fair value (Conyers) | $294,641 | ASC 718 valuation of RSUs granted in FY2025 |
| RSUs outstanding (as of Jun 27, 2025) | 2,693 | Aggregate RSUs held; no stock options outstanding |
| Vesting schedule | Earlier 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 metrics | None for director RSUs | Director awards are time-based; no revenue/EBITDA/TSR targets apply |
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | None |
| Committee roles at other public companies | None 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
| Metric | FY2024 (as of Jun 28, 2024) | FY2025 (as of Jun 27, 2025) |
|---|---|---|
| Shares owned | 3,784 | 5,055 |
| RSUs (unvested) | 4,271 | 2,693 |
| Options (vested/unvested) | — | —; no director stock options outstanding |
| Pledging/Hedging | Prohibited by policy for directors | Prohibited by policy for directors |
| Ownership guideline compliance | Company states all non-employee directors meet 4x cash retainer guideline as of Jun 27, 2025 | Met |
Insider Trades (Section 16)
| Item | FY2025 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/pledging | Company 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 .