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Mark George

Director at Trane TechnologiesTrane Technologies
Board

About Mark R. George

Independent director at Trane Technologies (TT) since 2022; age 58. Currently President and Chief Executive Officer of Norfolk Southern Corporation (NSC) (since September 2024), previously Executive Vice President and CFO of NSC (2019–2024), and earlier CFO roles at Carrier and Otis (United Technologies businesses). Core credentials: 30+ years of international financial management, corporate strategy, M&A, board interactions, investor relations; recognized by TT for industry and global insights contributing to financial execution and sustainability initiatives .

Past Roles

OrganizationRoleTenureCommittees/Impact
Norfolk Southern CorporationPresident & CEOSep 2024–PresentLed turnaround and strategy as CEO; prior CFO provided deep finance/risk discipline
Norfolk Southern CorporationEVP & CFO2019–2024Financial leadership; capital allocation, investor relations
Carrier Global (UTC business)VP & CFO2008–2015; 2019Corporate finance, planning/analysis, IT exposure
Otis Worldwide (UTC business)VP & CFO2015–2019International finance leadership; treasury/FP&A

External Roles

OrganizationRoleTenureNotes
Norfolk Southern Corporation (NYSE:NSC)DirectorCurrentCurrent public board; CEO at NSC
Junior Achievement of GeorgiaDirectorCurrentNon-profit engagement
Public company boards (prior 5 years)None disclosed

Board Governance

AttributeDetails
IndependenceBoard determined Mr. George is independent under NYSE/Exchange Act standards
TT Board tenureDirector since 2022
CommitteesAudit Committee member; Finance Committee member
Committee workloadsAudit Committee met 9 times in 2024; Finance Committee met 5 times in 2024
Board attendanceAll incumbent directors at FY2024-end attended ≥75% of Board and committee meetings (except one director not on George’s committees); Board held 5 meetings in 2024; independent directors held 5 executive sessions
Lead Independent DirectorNot George; John P. Surma designated (subject to re-election)

Fixed Compensation (Director)

Component2024 AmountNotes
Annual cash retainer$142,500Standard non-employee director cash retainer
Audit Committee member retainer$15,000Audit member fee
Meeting fees$0No additional meeting fees shown for George
Total cash$157,500Sum of cash components
RSUs (grant-date fair value)$200,032Part of annual retainer; grant size determined by $200,000 value at grant close price
Total 2024 director comp$357,532Cash + equity

Policy highlights:

  • Director compensation consists solely of fees/RSUs (no salary), designed to align with long-term shareholder interests .
  • Directors’ fees are the sole compensation received from TT by non-employee directors .

Performance Compensation

  • Not applicable: TT non-employee directors do not have performance-tied incentives; equity is time-based RSUs as part of annual retainer (vesting per director program terms) .

Other Directorships & Interlocks

AreaDetails
Current public company boardsNorfolk Southern Corporation (NSC)
Interlocks/compensation committeeTT’s HRCC disclosed no interlocks or insider participation issues in FY2024; George is not on HRCC
Related-party transactionsTT reported no related person transactions requiring disclosure in 2024

Expertise & Qualifications

  • Financial expert-level experience in GAAP, financial statement analysis; deep corporate strategy, M&A/JV experience; treasury, planning and analysis; IT oversight; investor relations .
  • TT highlights his industry and global insights aiding continued financial success and sustainability initiatives .
  • Board skills matrix emphasizes finance/capital allocation, risk management, global experience, technology/engineering, ESG/sustainability, leadership .

Equity Ownership

ItemAmountNotes
Ordinary shares owned1,485As of record date April 10, 2025
Unvested RSUs (director)627Unvested at Dec 31, 2024
OptionsNoneNo options listed for George
Ownership %<1%No director individually owns ≥1%

Policies:

  • Director stock ownership requirement: 5x the annual cash retainer; cannot sell until meeting requirement; must maintain through tenure .
  • Anti-hedging and pledging prohibited for directors (and executives) .

Governance Assessment

  • Board effectiveness: Independent director on Audit and Finance—strong fit with his CFO/CEO background; committees oversee financial reporting, ESG reporting controls, cybersecurity, liquidity/credit/debt, capital deployment .
  • Independence/engagement: Independent, ≥75% attendance, active on two financially critical committees; supports investor confidence .
  • Compensation alignment: Director pay balanced between cash retainer and RSUs; RSU-based alignment with shareholders; no excessive or unusual director pay elements disclosed .
  • Ownership alignment: Holds TT shares and RSUs; strong policy backstop (5x retainer ownership guideline; anti-hedging/pledging) .
  • Potential conflicts (monitoring): Dual role as NSC CEO and TT director warrants regular review by TT’s Sustainability, Corporate Governance and Nominating Committee for conflicts under policy; TT disclosed no related-party transactions in 2024 and affirmed director independence determinations based on ordinary-course transactions at market terms .
  • RED FLAGS: None disclosed (no related-party transactions; no hedging/pledging; no attendance shortfall). Note: Time commitment risk from concurrent NSC CEO role is a typical oversight consideration but not flagged by TT’s disclosures .