Maria A. Crowe
TIMKENAbout Maria A. Crowe
Independent director since 2014 (age 65). Retired President of Manufacturing Operations at Eli Lilly and Company, where she served from 2012 until retirement in December 2017 after joining in 1982 and holding multiple leadership roles; her credentials emphasize global manufacturing, sourcing/procurement, capacity expansion, and innovation. Designated independent by the Board; current committee roles include Audit member and Chair of the Nominating & Corporate Governance Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Eli Lilly and Company | President of Manufacturing Operations | 2012–Dec 2017 | Led global manufacturing; expertise in sourcing/procurement, capacity expansion, and innovation |
| Eli Lilly and Company | Various leadership roles | 1982–2012 | Progressive leadership across manufacturing operations |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| None disclosed | — | — | “Other Public Boards” shows none for Crowe |
Board Governance
- Committee assignments: Audit Committee member; Nominating & Corporate Governance Committee Chair .
- Independence: Board determined she meets NYSE independence standards; Board has 11 of 13 independent nominees .
- Attendance and engagement: Company policy requires all directors to attend the annual meeting; all members serving attended in 2024; independent directors hold executive sessions at each Board meeting .
- Governance practices: Independent Chairman; declassified board; majority voting with resignation policy; proxy access; over-boarding limits; clawback policy; director stock ownership requirements .
Fixed Compensation
| Component | Amount (USD) | Details |
|---|---|---|
| Annual director cash retainer | $100,000 | Base cash retainer for nonemployee directors |
| Audit Committee member fee | $15,000 | Annual cash fee for committee membership |
| Nominating & Corporate Governance Chair fee | $19,500 | Annual cash fee for committee chair |
| Fees earned in cash (2024 total) | $134,500 | Matches retainer + Audit member + N&CG chair fees |
| Annual RSU grant (units) | 1,660 | Granted May 3, 2024; vests after one year |
| RSU grant fair value (2024) | $150,197 | Grant-date fair value under FASB ASC 718 |
| All other compensation | $2,435 | Cash dividend equivalents on unvested RSUs upon vesting |
- Director equity awards are full-value RSUs with one-year vesting; cumulative dividend equivalents paid in cash upon vesting .
Performance Compensation
| Performance metrics tied to director pay | Status |
|---|---|
| Performance-based metrics (e.g., EPS/ROIC/TSR) | Not applicable for director compensation; director equity is time-based RSUs |
Other Directorships & Interlocks
| Company | Role | Committee Roles | Potential conflict/interlock |
|---|---|---|---|
| None disclosed | — | — | No public company interlocks disclosed for Crowe |
Expertise & Qualifications
- Manufacturing operations leader for a global manufacturer; provides the Board with extensive experience in manufacturing, sourcing/procurement, production capacity expansion, and innovation .
- Audit Committee: financially literate; Audit Committee financial experts designated are Lauber, Leombruno, and Palmer (not Crowe) .
- As Nominating & Corporate Governance Chair, oversees director evaluations, board refreshment, committee assignments, and CSR program oversight .
Equity Ownership
| Item | Amount |
|---|---|
| Beneficial ownership (common shares) | 26,006; percent of class <1% |
| Unvested RSUs at 12/31/2024 | 1,660 |
| Outstanding options | 0 |
| Director deferred common shares | 0 |
| Director stock ownership guideline | 5× annual cash retainer ($500,000); all nonemployee directors except Mr. Leombruno met as of 12/31/2024 (Crowe compliant) |
| Hedging/pledging | Company policy prohibits hedging and pledging of Company shares by directors and officers |
Governance Assessment
- Strengths and signals
- Independent director with deep manufacturing and operational expertise; chairs Nominating & Corporate Governance, a key committee for board effectiveness and CSR oversight .
- Clear alignment via stock ownership requirements; Crowe meets or exceeds the 5× retainer guideline as of year-end 2024 .
- Conservative director pay structure: fixed cash fees with modest committee chair premia; one-year RSU vesting; limited perquisites (dividend equivalents only) .
- No other public company board seats disclosed; reduces over-boarding and potential interlock risks .
- No related-party transactions disclosed involving Crowe; strong conflicts policy and committee oversight processes .
- Watch items
- Audit Committee does not designate Crowe as a financial expert; however, committee independence and literacy are affirmed .
- Broader board context includes shareholder proposals on emissions targets and clawback expansion; continued monitoring of board responsiveness advisable .