Sam Eldessouky
About Sam Eldessouky
Independent director at TE Connectivity (TEL); age 52; joined the TEL board in 2024. He is Executive Vice President and Chief Financial Officer of Bausch + Lomb (since Jan 2022) and meets the SEC definition of an Audit Committee financial expert. Credentials include CPA and CGMA, with a B.S. in Accountancy (Ain Shams University) and a Master’s in Accounting & Finance (University of Liverpool) . The TEL Board classifies him as independent under its guidelines and NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bausch + Lomb Corporation | EVP & CFO | Jan 2022–present | Public-company CFO experience; complex accounting, controls, and governance |
| Bausch Health Companies Inc. | CFO (appointed Jun 2021); previously SVP, Controller & CAO | 2016–2021 | Public-company leadership; financial reporting |
| Tyco International plc | SVP, Controller & CAO | 2012–2016 | Led redesign of controller’s organization; implemented EPM; key role in spinoffs (Covidien; Tyco Electronics/TE Connectivity in 2007; ADT NA and Flow Control in 2012) |
| PwC (National Office and other roles) | Various roles of increasing responsibility | ~10 years (prior to 2012) | Provided technical accounting guidance on complex matters |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Financial Executives Research Foundation (FERF) and Financial Executives International (FEI) | Board of Trustees member (prior service) | Not specified | Governance and financial reporting community leadership |
| Global Preparers Forum (advisory to IASB) | Member | 2007–2013 | External standards advisory experience |
Board Governance
| Item | Details |
|---|---|
| Board independence | 10 of 12 director nominees independent; Eldessouky classified as independent |
| Committees | Audit Committee (member; financial expert); Joint Committee on Cybersecurity (member) |
| Audit Committee specifics | 9 meetings in FY2024; all members financially literate and audit committee financial experts; Eldessouky joined the Committee in Oct 2024 |
| Cybersecurity Committee specifics | 2 meetings in FY2024; assists Board oversight of IT/cyber risks; composed entirely of independent directors |
| Board meetings & attendance | TEL Board held 8 meetings in FY2024; all incumbent directors attended >75% of Board and committee meetings |
| Executive sessions | Non-management directors met 4 times without management in FY2024 |
| Director time commitments | Policy limits directors to max 5 public company boards; NGCC annually reviews compliance |
| Stock ownership guideline (directors) | 5x annual cash retainer ($500,000 based on $100,000 cash retainer) within 5 years; equity portion delivered in TE shares |
Fixed Compensation (Non-Employee Director)
| Component | Amount/Structure |
|---|---|
| Annual cash retainer | $100,000 |
| Annual equity retainer | $200,000 in TE shares (e.g., Dec 12, 2023 grant of 1,525 shares per director determined using 20-day average price methodology) |
| Chair fees (additional) | Audit Chair $30,000; NGCC Chair $25,000; MDCC Chair $25,000; Lead Independent Director $40,000; Non-Executive Chairman $185,000 |
| Committee member fee (Audit) | $15,000 |
| Other | Directors reimbursed for meeting-related expenses; TE matching gifts up to $10,000/year |
Note: Sam Eldessouky’s individual non-employee director compensation for FY2024 is not listed in the disclosed director compensation table (the table includes other non-employee directors for FY2024) .
Performance Compensation
| Element | Structure |
|---|---|
| Equity vehicle | Non-employee director equity is delivered as TE shares (not performance-conditioned); grant value fixed at $200,000 annually, shares determined by methodology noted above |
| Options/PSUs for directors | Not disclosed for non-employee directors; equity disclosed as shares granted |
| Performance metrics | None disclosed for non-employee director pay (performance metrics apply to executive officers’ incentive plans, not directors) |
Other Directorships & Interlocks
| Category | Status |
|---|---|
| Current public company boards | None |
| Prior 5-year public boards | None |
| Committee interlocks | TEL discloses no compensation committee interlocks or insider participation (executive-level disclosure) |
Expertise & Qualifications
- CPA and CGMA; designated Audit Committee financial expert .
- Public-company CFO with deep technical accounting, controls, and reporting experience; implemented governance/controls processes .
- Transactional experience including major spinoffs at Tyco (Covidien; Tyco Electronics/TE Connectivity; ADT NA; Flow Control) .
- Standards engagement and global finance community service (Global Preparers Forum; FEI/FERF) .
Equity Ownership
| Item | Value |
|---|---|
| TE shares beneficially owned (as of Jan 13, 2025) | 771 shares |
| Shares outstanding (as of Jan 13, 2025) | 298,472,685 |
| Ownership as % of outstanding | ~0.0003% (771/298,472,685) |
| Hedging/pledging | Prohibited for directors under TEL insider trading policies |
| Director stock ownership guideline | 5x annual cash retainer within 5 years; equity retainer paid in shares supports compliance |
Governance Assessment
-
Strengths
- Independent director with current public-company CFO experience; designated Audit Committee financial expert, enhancing audit oversight credibility .
- Member of Audit and Cybersecurity committees; both composed entirely of independents, supporting robust financial and cyber risk oversight .
- No other public company directorships (reduced overboarding risk); TEL limits directors to ≤5 public boards and reviews time commitments annually .
- No related-party transactions disclosed in FY2024; insider policy bans hedging/pledging, reducing alignment and reputational risks .
-
Watchpoints
- Early-stage ownership: beneficial ownership of 771 shares as of Jan 13, 2025; alignment expected to build as equity retainers accrue; directors are expected to reach 5x cash retainer within five years .
- Full-time CFO role at Bausch + Lomb implies significant external demands; TEL’s NGCC annually reviews director time commitments for compliance .
-
Board/Shareholder signals
- Board-wide engagement appeared adequate: 8 Board meetings in FY2024; all incumbent directors >75% attendance; non-management met in 4 executive sessions .
- Executive pay program support remains strong (93% “Say on Pay” approval in 2024), indicating broad shareholder confidence in compensation governance (contextual to TEL governance quality) .
-
Red Flags
- None disclosed regarding legal proceedings, related-party transactions, hedging/pledging, or Section 16 reporting; TEL states directors and officers complied with Section 16(a) in FY2024 .
Appendix: Committee Charters & Roles (Context)
- Audit Committee: 9 meetings in FY2024; oversees financial reporting, auditor independence, internal audit, accounting policies, and Ombudsman; all members deemed audit committee financial experts .
- Joint Committee on Cybersecurity: 2 meetings in FY2024; oversees IT/security risk management, controls, incident updates, and cyber insurance .