Mario Ferruzzi
SENSIENT TECHNOLOGIESAbout Mario Ferruzzi
Dr. Mario Ferruzzi (age 50) has served on Sensient’s Board since 2015 and is currently Dean of the College of Agriculture and Life Sciences at Virginia Tech (2024–present). He holds a B.S. in Chemistry (Duke) and M.S./Ph.D. in Food Science & Nutrition (Ohio State), with over 200 publications and extensive industry/academic credentials. He serves on the Compensation & Development Committee, Nominating & Corporate Governance Committee, and is Chair of the Scientific Advisory Committee; the Board affirms his independence under NYSE and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Virginia Tech | Dean, College of Agriculture and Life Sciences | 2024–present | Academic leadership; strategic oversight |
| Arkansas Children’s Nutrition Center / UAMS | Director; Professor & Chief, Developmental Nutrition | 2021–2024 | Research leadership; pediatric nutrition |
| Arkansas Children’s Research Institute | Endowed Chair, Digestive Disease & Nutrition Research | 2022–2024 | Research leadership |
| North Carolina State University | David H. Murdock Distinguished Professor; Professor of Food Science & Nutrition | 2016–2021 | Product development, commercialization |
| Purdue University | Professor, Department of Food Science | 2004–2016 | Research, teaching in food science |
| Nestlé R&D (US/Switzerland) | Research Scientist (Coffee/Tea; Nutrition & Health) | 2001–2004 | Product/innovation roles |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| International Life Science Institute (North America) | Board of Trustees member | Not dated | Industry/academia interface |
| Editorial Boards | Nutrition Research; Nutrition Today; Critical Reviews in Food Science & Nutrition | Not dated | Editorial stewardship |
| Royal Society of Chemistry | Fellow; Associate Editor (Food & Function) | Not dated | Professional recognition/editorial role |
Board Governance
- Committees: Compensation & Development; Nominating & Corporate Governance; Scientific Advisory Committee (Chair) .
- Independence: Board determined Ferruzzi is independent under NYSE/SEC and Company criteria .
- Attendance: Board met 6 times in 2024; all directors attended 100% of Board and committee meetings on which they served (one exception not involving Ferruzzi) .
- Executive sessions: Independent directors met four times in 2024; Board’s current Lead Director is Dr. Joseph Carleone .
- Governance initiatives: Co-leads the Chemical Risk Reduction Strategy with the CEO and SAC member Dr. Eric Decker, enhancing product warnings, safety protocols, and forward-looking risk identification .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | $108,600 | $108,600 |
| Stock Awards ($) (grant-date fair value) | $90,061 | $100,003 |
| Total ($) | $198,661 | $208,603 |
| Annual Director Cash Retainer ($) | $91,600 | $91,600 |
| Annual Director Restricted Stock Value ($) | $90,000 | $100,000 (effective 2024 meeting) |
Notes:
- 2024 director restricted stock grant date: April 25, 2024; fair value: $69.64/share .
- Committee chairman/member retainers range from $8,000–$25,500 and $2,000–$13,500 respectively; Lead Director retainer $25,000 .
Performance Compensation
| Element | Structure | Vesting | Performance Metrics |
|---|---|---|---|
| Director restricted stock | Time-based RS awards under 2017 Stock Plan | Vests one-third on each of the first, second, and third annual meetings after grant | None (no director performance metrics; RS is time-based) |
Directors do not receive options or performance-based equity; the Company does not grant options to directors and there are no outstanding director options .
Other Directorships & Interlocks
| Public Company | Role | Status |
|---|---|---|
| None | — | No other public company directorships reported |
- Related-party and conflicts: The proxy states no director or nominee (other than noted Land O’Lakes sales involving Mr. Bruggeman) had a material interest in Company transactions since the beginning of 2024; Ferruzzi not implicated .
Expertise & Qualifications
- Analytical chemistry expertise applied to food and nutrition; product development and commercialization experience .
- Extensive international research collaborations; numerous awards and recognitions; leadership across scientific societies; editorial roles .
- Direct domain relevance to Sensient’s flavors/colors businesses and product safety oversight via SAC .
Equity Ownership
| Ownership Detail | Amount | As-of |
|---|---|---|
| Beneficial ownership (common shares) | 11,964 | Feb 14, 2025 |
| Included in beneficial ownership | 224 shares via spouse’s ESOP | Feb 14, 2025 |
| Unvested restricted stock (director awards outstanding) | 2,603 shares | Dec 31, 2024 |
| Ownership as % of shares outstanding | <1% (none of the directors individually ≥1%) | Feb 14, 2025 |
Policies and alignment:
- Director stock ownership guidelines: at least 5× annual retainer after five years; hold-to-retirement of at least 75% of future net awards; limited tax-sale exception .
- Hedging, short-selling, and pledging of Company stock are prohibited for directors; Company reports compliance by all directors .
Insider Trades (Form 4)
| Filing Date | Transaction Date | Type | Security | Qty | Post-Txn Holdings | Link |
|---|---|---|---|---|---|---|
| 2025-10-01 | 2025-09-30 | Award (Deferred Stock) | Deferred Stock | 57.858 | 3,173.142 | |
| 2025-07-01 | 2025-06-30 | Award (Deferred Stock) | Deferred Stock | 55.116 | 3,103.917 |
Source: SEC Form 4 fetch via insider-trades skill; indicates use of Directors’ Deferred Compensation Plan (“Deferred Stock”) and accumulating holdings.
Governance Assessment
- Strengths: Independent status; perfect attendance; chairing SAC and co-leading Chemical Risk Reduction Strategy bolster product safety and R&D oversight; no material related-party transactions; strong ownership alignment via stringent, enforced stock ownership and anti-hedging/pledging policies .
- Compensation alignment: Director pay uses fixed cash retainers with time-based equity; vesting and hold-to-retirement policy align interests with long-term shareholders; no options or performance-linked director pay that could bias oversight .
- Board effectiveness signals: Active participation on Compensation & Development and Nominating & Corporate Governance Committees; leadership in SAC; robust committee activity (Compensation met 6x; Nominating met 5x; SAC met 2x in 2024) .
- Red flags: None disclosed for Ferruzzi; the Company affirms no material director-related transactions and prohibits hedging/pledging. Monitoring point: ongoing external academic commitments should continue to be balanced against Board time, though attendance and engagement were reported as 100% in 2024 .