Sharad Jain
SENSIENT TECHNOLOGIESAbout Sharad Jain
Independent director of Sensient Technologies (SXT), age 65, serving since 2021. A career auditor and CPA with more than 33 years at PricewaterhouseCoopers (PwC), including sector leadership and governance advisory roles; NACD Directorship Certified. Committee assignments: Audit, Finance, and Scientific Advisory. The Board has affirmatively determined he is independent under NYSE and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PricewaterhouseCoopers | Global & U.S. Automotive Assurance Sector Leader | 2012–2015 | Led assurance for global automotive clients; deep regulatory and audit expertise . |
| PricewaterhouseCoopers | Senior Partner, Governance Insights Center | 2018–2020 | Board governance advisory; enhances audit committee effectiveness . |
| PricewaterhouseCoopers | CPA (Elijah Watt Sells Award); Fellow ICAEW; Chartered Institute of Taxation (UK) | 1983–2020 | Technical credentials underpin financial literacy and committee service . |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| — | — | None disclosed | “Other Recent Public Company Directorships: None” . |
Board Governance
| Category | Details |
|---|---|
| Committees | Audit; Finance; Scientific Advisory . |
| Chair roles | None (not a chair on any committee) . |
| Audit Committee designation | Board determined Jain is an “audit committee financial expert” under SEC rules . |
| Independence | Independent director per NYSE/SEC and company criteria . |
| Attendance | Board met 6 times in 2024; Jain attended 100% of Board and committee meetings on which he served . |
| Executive sessions | Independent directors held four executive sessions in 2024; Lead Director is Dr. Carleone . |
| Related-party transactions | No director (including Jain) had a material interest in any Company transaction since the beginning of 2024 . |
Fixed Compensation
| Component | Amount/Structure | Source |
|---|---|---|
| Annual cash retainer (non-employee directors) | $91,600 (unchanged since 2018) . | |
| Committee retainers | Chair: $8,000–$25,500; Member: $2,000–$13,500 (workload-based) . | |
| Equity retainer | Annual restricted stock; $100,000 grant value in 2024; increased to $111,000 effective as of the 2025 Annual Meeting . | |
| Vesting | Director restricted stock vests one-third at each of the first, second, and third Annual Meetings after grant; 75% hold-to-retirement guideline on future net awards . | |
| 2024 fair value per share | $69.64 per share grant-date fair value . |
2024 Director Compensation (Sharad P. Jain):
| Metric | 2024 | Source |
|---|---|---|
| Fees Earned or Paid in Cash ($) | $109,600 . | |
| Stock Awards ($) | $100,003 . | |
| All Other Compensation ($) | $70,000 (matching grants program) . | |
| Total ($) | $279,603 . |
Performance Compensation
| Instrument | Performance Metrics | Weight | Structure | Vesting | Source |
|---|---|---|---|---|---|
| Restricted stock (Director equity) | None (directors receive time-based RS only; no options outstanding) | — | Annual grant sized to dollar value | One-third per Annual Meeting over 3 years | . |
Directors do not receive performance stock units or options; there are no outstanding option awards for directors as of year-end 2024 .
Other Directorships & Interlocks
| Item | Status | Source |
|---|---|---|
| Other public company boards (current) | None disclosed for Jain . | |
| Compensation committee interlocks | None among compensation committee members in 2024 (Jain is not on this committee) . |
Expertise & Qualifications
- CPA; Elijah Watt Sells Award; Fellow of ICAEW; UK Chartered Institute of Taxation .
- Audit and advisory services to global consumer and industrial products companies; significant global experience in mature and emerging markets .
- NACD Directorship Certified; designated audit committee financial expert by the Board .
Equity Ownership
| Metric | Value | Source |
|---|---|---|
| Beneficial ownership (common shares) | 4,373 shares (as of Feb 14, 2025) . | |
| Ownership % of outstanding | No director owns ≥1% of shares outstanding; group (18 persons) owns 1.2% . | |
| Unvested restricted stock (as of FY 2024 end) | 2,603 shares . | |
| Hedging/pledging | Prohibited for officers and non-employee directors since 2010 . | |
| Stock ownership guidelines (directors) | Hold shares ≥5x annual cash retainer after 5 years; hold at least 75% of future net awards until separation . |
Insider Trades (Form 4/5)
| Filing Date | Transaction Date | Type | Shares Transacted | Price ($) | Post-Transaction Ownership | Form | SEC Link |
|---|---|---|---|---|---|---|---|
| 2024-04-29 | 2024-04-25 | Award (Restricted Stock) | 1,436 | 0.00 | 4,306.851 | 4 | https://www.sec.gov/Archives/edgar/data/310142/000112760224013516/0001127602-24-013516-index.htm |
| 2025-01-22 | 2024-12-31 | Annual Statement (Form 5) | — | — | — | 5 | https://www.sec.gov/Archives/edgar/data/310142/000112760225001756/0001127602-25-001756-index.htm |
| 2025-04-28 | 2025-04-24 | Award (Restricted Stock) | 1,386 | 0.00 | 5,784.795 | 4 | https://www.sec.gov/Archives/edgar/data/310142/000112760225012673/0001127602-25-012673-index.htm |
| 2025-08-07 | 2025-08-06 | Sale (Open Market) | 1.231 | 114.143 | 5,808.305 | 4 | https://www.sec.gov/Archives/edgar/data/310142/000112760225020206/0001127602-25-020206-index.htm |
| 2024-01-03 | 2023-12-31 | Annual Statement (Form 5) | — | — | — | 5 | https://www.sec.gov/Archives/edgar/data/310142/000112760224000447/0001127602-24-000447-index.htm |
Governance Assessment
- Board effectiveness: Jain strengthens oversight with audit committee financial expert designation and global audit background; served on Audit and Finance Committees that met 9 and 4 times, respectively, in 2024 .
- Independence and engagement: Independent under NYSE/SEC; 100% meeting attendance; participates in executive sessions overseen by Lead Director; independent directors met 4 times in 2024 .
- Compensation alignment: Director pay structure is conservative—cash retainer plus time-based RS; hold-to-retirement and 5x retainer ownership guidelines; hedging/pledging prohibited—strong alignment with shareholders .
- Ownership: Beneficial ownership of 4,373 shares with 2,603 unvested RS; no options; no pledging permitted .
- Potential conflicts: No related-party transactions involving Jain; no committee interlocks; board-level related party disclosure limited to other individuals (Manning brothers), not Jain .
- Say-on-pay signal: 2024 say-on-pay approval at ~92.6% suggests favorable investor perception of compensation governance (company-wide) .
RED FLAGS
- None disclosed specific to Jain: no related-party transactions, no hedging/pledging, strong attendance, independent status .
- Monitoring: incidental small open-market sale in Aug 2025 (1.231 shares) appears de minimis; continue to monitor for any pattern changes .