Suzan Harrison
About Suzan F. Harrison
Independent non-executive director of Smurfit Westrock plc since 2024; age 67; former President, Global Oral Care at Colgate-Palmolive (2012–2019) with prior senior leadership roles across Colgate and Hill’s Pet Nutrition dating back to 1983. Harrison serves on the Audit and Nomination Committees and is affirmed independent under NYSE standards; Board tenure began at completion of the Smurfit Kappa–WestRock combination on July 5, 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Colgate-Palmolive Company | President, Global Oral Care | 2012–2019 | Led global category strategy and operations |
| Hill’s Pet Nutrition (Colgate) | President, North America | 2009–2011 | Ran North America business |
| Colgate-Palmolive U.S. | Vice President, Marketing | 2006–2009 | Led U.S. marketing |
| Colgate Oral Pharmaceuticals | VP & GM, North America and Europe | 2005–2006 | Managed Rx/dental segments across regions |
| Colgate-Palmolive | Various leadership roles | 1983–2005 | Progressive leadership posts |
External Roles
| Organization | Role | Status | Committees/Impact |
|---|---|---|---|
| Archer Daniels Midland Company | Director | Current | Not disclosed in SW proxy |
| Ashland Inc. | Director | Current | Not disclosed in SW proxy |
| WestRock Company | Director | Prior | Service prior to combination |
Board Governance
- Committee assignments: Audit and Nomination (not Chair) .
- Independence: Determined independent under NYSE rules; key committees comprised entirely of independent directors .
- Board/committee activity in 2H 2024: Board met 4 times; Audit met 6; Nomination met 3 .
- Attendance: Each director except Terrell K. Crews attended ≥75% of Board and committee meetings; Harrison met the ≥75% threshold .
- Executive sessions: Independent directors meet in executive session at regular meetings; presided over by independent Board Chair .
| Governance Element | Detail |
|---|---|
| Committees | Audit; Nomination |
| Audit Committee role | Oversight of financial reporting, internal controls, auditor, compliance, IT/cyber risk; committee includes Harrison |
| Nomination Committee role | Board composition, governance policies, succession; Harrison member; Chair is Irial Finan |
| 2024 Meetings (Jul–Dec) | Board: 4; Audit: 6; Nomination: 3 |
| Independence | Independent under NYSE standards |
| Overboarding policy | Max three other public boards (non-exec); Nomination Committee monitors compliance |
Fixed Compensation
| Component (2024 post-combination) | Amount (USD) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $58,356 | Jul–Dec 2024 partial period |
| Stock Awards | $0 | Former WestRock directors did not receive SW RSUs in Aug 2024; legacy WestRock grants vested at combination |
| All Other Compensation | $205 | Taxes on benefits-in-kind |
| Total | $58,561 | Sum of components |
Program reference (annualized): Cash retainer $120,000; Committee chair retainers $20,000–$25,000; Annual stock grant $175,000; supplemental Chair retainers (cash $100,000; stock $100,000) .
Performance Compensation
- SW equity grants in 2024: None for Harrison (Aug 2, 2024 RSU grants applied only to former Smurfit Kappa directors) .
- Unvested RSUs at YE 2024: None .
| Equity Item | Status |
|---|---|
| 2024 SW RSU grant | Not awarded (WestRock designee) |
| Unvested RSUs (12/31/2024) | 0 |
Other Directorships & Interlocks
| Company | Industry Link to SW | Potential Interlock/Conflict |
|---|---|---|
| Archer Daniels Midland Company | Agri-processing; potential end-markets use packaging | No related person transactions disclosed; overboarding policy compliant (≤3 boards) |
| Ashland Inc. | Specialty chemicals; potential inputs/end markets | No related person transactions disclosed |
- Related-person transactions: None >$120,000 involving directors since fiscal 2024; policy in place for Audit Committee review .
- Hedging/pledging: Prohibited by insider trading policy across directors/officers .
Expertise & Qualifications
- Global business and consumer markets experience; innovation experience; scale leadership credentials from Colgate .
- Board skills matrix: Corporate governance, strategic planning, sustainability and financial/risk skills broadly represented on Board; Harrison contributes consumer and innovation expertise .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| Suzan F. Harrison | 20,526 | <1% | As of March 3, 2025 |
- Director ownership guidelines: 5× annual cash retainer; all non-employee directors either compliant or subject to holding requirement as of year-end 2024 .
- Unvested RSUs: None for Harrison at YE 2024 .
- Pledging/hedging: Prohibited under company policy .
Governance Assessment
- Strengths: Independent status; service on Audit and Nomination Committees; ≥75% meeting attendance in 2024; current share ownership; adherence to hedging/pledging prohibitions; no related-person transactions .
- Alignment: Director compensation primarily cash with equity used for alignment across the Board; Harrison did not receive SW RSUs in 2024 due to legacy WestRock grant timing, but maintains beneficial ownership and is covered by 5× retainer ownership guidelines .
- Workload/Interlocks: Two other public boards under the company’s overboarding limit; Nomination Committee monitors time commitments—no compliance issues flagged .
- RED FLAGS: None disclosed specific to Harrison (no attendance shortfall, no related party transactions, no hedging/pledging, no tax gross-ups or single-trigger CIC benefits in director program) .