Ronald S. Nersesian
About Ronald S. Nersesian
Ronald S. Nersesian, age 65, is an independent director of Trimble and a member of the People & Compensation Committee; he rejoined Trimble’s Board in 2024 after prior service from 2011–2021 . He is non‑executive Chair of Keysight Technologies and previously served as Keysight’s President and CEO; earlier roles include senior leadership at Agilent Technologies, Hewlett‑Packard, and LeCroy . He holds a B.S. in Electrical Engineering from Lehigh University and an MBA from NYU Stern .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Keysight Technologies | Non‑Executive Chair (Exec Chair May 2022–Apr 2023; Chair since 2019); President & CEO (prior) | 2013–present (Keysight launch from Agilent); Chair since 2019 | Led separation and growth; industry leadership in electronic measurement |
| Agilent Technologies | President & COO; EVP & COO; President, Electronic Measurement Group | 2009–2013 (various roles 2009–2013) | Operated global measurement businesses; platform leadership |
| Hewlett‑Packard | Various management roles | 1984–1996 | Product/market leadership experience |
| LeCroy Corporation | VP Worldwide Marketing; SVP & GM, Digital Storage Oscilloscope | 1996–2002 | P&L and product leadership |
| Computer Sciences Corporation | Systems Engineer (satellite communications) | 1982–1984 | Technical systems expertise |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Keysight Technologies | Non‑Executive Chair; Director | Chair since 2019 | Board leadership at large-cap peer; governance oversight |
| Georgia Tech | Advisory Board Member | Not disclosed | Academic/industry advisory contribution |
Board Governance
- Committee assignments: People & Compensation Committee member; the committee met 5 times in 2024 and is chaired by Johan Wibergh .
- Independence: The Board determined all directors other than the CEO (Painter) are independent under Nasdaq rules; Nersesian is independent .
- Attendance: The Board met 6 times in 2024; no director attended fewer than 75% of aggregate Board and committee meetings, and all current directors attended the 2024 annual meeting .
- Board leadership: Independent Chair of the Board is Börje Ekholm .
- Compensation interlocks: None disclosed for Trimble’s People & Compensation Committee; the committee uses an independent advisor (Mercer) .
- Stockholder engagement: Say‑on‑Pay support was 92.9% in 2024, with program changes reflecting investor feedback .
Fixed Compensation (Director)
| Year | Cash Retainer ($) | Committee/Chair Fees ($) | Equity Grant Policy | Actual Stock Awards ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | 65,000 | None disclosed for Nersesian (not a chair) | RSU grant sized by $285,000 target ÷ 20‑day avg price; vests in full after 1 year | 403,417 (includes pro‑rata initial RSU on Feb 2024 appointment) | 468,417 |
- Policy update: Starting Q3 2025, supplemental annual cash retainers for chairs—Board Chair $100,000; Audit $30,000; People & Comp $20,000; Nominating & Governance $15,000 .
Performance Compensation (Director)
| Component | Structure | Metrics/Performance Link |
|---|---|---|
| Annual Director Equity | Time‑based RSUs vest after 1 year (pro‑rated if appointed between meetings) | None (no TSR/ARR metrics for director grants) |
Director equity awards at Trimble are time‑vesting only; performance metrics (TSR, ARR) apply to executive PRSUs, not to non‑employee director awards .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict |
|---|---|---|
| Keysight Technologies | Non‑Executive Chair; Director | No Trimble compensation committee interlocks or insider participation disclosed; committee retains independent advisor . No related‑party transactions specifically disclosed in the proxy . |
Expertise & Qualifications
- Deep operational experience in global technology enterprises; CEO/Chair credentials at Keysight; prior Agilent and HP leadership .
- Electrical engineering and business education; industry recognition through advisory roles .
- Skills matrix alignment: Financial expertise, strategic transactions, innovation, and sustainability are emphasized at the Board level; Nersesian contributes leadership and domain expertise .
Equity Ownership
| Holder | Beneficial Ownership (# shares) | Notes |
|---|---|---|
| Ronald S. Nersesian | 12,327 | Includes 4,952 unissued shares vesting or scheduled to vest within 60 days (RSUs); ownership is less than 1% of class . |
| Ownership Guidelines (Directors) | 8x annual cash retainer ($520,000 value) | All Outside Directors met the guideline as of Record Date . |
| Hedging/Pledging | Prohibited | Company policy bans hedging and pledging by directors . |
Governance Assessment
- Strengths: Independent status; active service on People & Compensation Committee; strong attendance; compliance with robust director ownership guidelines; prohibition of hedging/pledging; use of independent compensation advisor and high Say‑on‑Pay support reflect governance quality .
- Compensation alignment: Director pay is predominantly equity via annual RSUs that vest in one year, promoting ownership and alignment; cash retainer is modest relative to policy benchmarks .
- Conflicts/interlocks: No compensation committee interlocks disclosed; related‑party transaction oversight is formalized; no specific related‑party transactions involving Nersesian are disclosed in the proxy .
- RED FLAGS: None disclosed in the proxy for Nersesian. Pledging is prohibited; no low attendance issues; no tax gross‑ups for directors; no option repricing .