Matthew Pine
Trane TechnologiesAbout Matthew F. Pine
Matthew F. Pine (age 53) is an independent director of Trane Technologies, appointed effective April 1, 2025. He is President & CEO of Xylem Inc. (NYSE: XYL) and serves on Xylem’s board. He has not yet been assigned to any TT board committees as of the 2025 proxy. He holds an MBA in Finance from Northeastern University and a BA in Marketing from the University of Alabama.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Xylem Inc. | President & CEO | 2024–present | Leads a global water solutions company; public company CEO experience |
| Xylem Inc. | Chief Operating Officer | 2023–2024 | Enterprise operations leadership across segments |
| Xylem Inc. | SVP; President, Applied Water; Measurement & Control Solutions; Americas Region | 2020–2023 | P&L leadership; complex strategic transactions including acquisitions and JVs |
| Carrier (United Technologies) | President, Carrier Residential | 2018–2020 | Led major building systems business; go-to-market and product strategy |
| Vestas; Lennox; Trane Residential & Light Commercial Systems | Various leadership roles (sales, marketing, product) | Not disclosed | Industry and channel depth in HVAC/clean energy adjacencies |
External Roles
| Company/Institution | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Xylem Inc. (NYSE: XYL) | Director | 2024–present | Sitting CEO and board member |
| Trane Technologies (NYSE: TT) | Independent Director | 2025–present | Appointed effective Apr 1, 2025; no committee assignments yet |
| World Economic Forum | Alliance of CEO Climate Leaders, member | Not disclosed | Sustainability leadership network |
| Business Roundtable | Member | Not disclosed | U.S. CEO policy forum |
Board Governance
- Independence and service: Listed as an independent director; director since 2025; no TT committee assignments as of the 2025 proxy .
- Board structure and leadership: TT maintains a Lead Independent Director role; subject to re‑election, John P. Surma becomes Lead Independent Director at the 2025 AGM, succeeding Gary Forsee .
- Meetings and engagement: The board met 5 times in 2024; all incumbent directors met ≥75% attendance except one retiring director’s sub‑75% attendance on the Technology Committee; independent directors held five executive sessions without management in 2024 .
- Committee landscape (context): Audit (9 meetings), HR & Compensation (6), Sustainability/Corporate Governance/Nominating (5), Finance (5), Technology & Innovation (2), Executive (0); all committee members are independent .
- Share ownership and trading policies: Directors must hold shares equal to 5x the annual cash retainer and cannot sell before meeting the guideline; anti‑hedging and anti‑pledging policy applies to directors .
Fixed Compensation (Director Program Overview at TT)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $142,500 | Standard non‑employee director cash retainer |
| Annual equity (RSUs) | $200,000 | Grant value as part of annual retainer; number of RSUs = $200,000 / grant‑date price |
| Committee chair retainers (observed 2024) | Audit: $30,000; HRCC: $25,000; Finance: $20,000; SCGN: $20,000; Technology: $10,000 | Derived from disclosed chair fee amounts in director fee table |
| Audit Committee member retainer | $15,000 | Additional to cash retainer |
| Lead Independent Director retainer | $50,000 | Additional to cash retainer |
| Meeting/session fees | Occasional ($2,500 shown) | As applicable |
- Vesting and separation: A director who retires, resigns, or otherwise separates receives a pro‑rata cash retainer for the quarter of separation and immediately vests in any unvested RSUs .
Note: Pine joined in 2025; his individual 2025 director compensation was not detailed in the 2025 proxy (which reports 2024 director compensation) .
Performance Compensation
- Not applicable for TT directors. Non‑employee directors receive time‑based RSUs; there are no performance‑conditioned equity awards for directors under the program .
Other Directorships & Interlocks
| Entity | Relationship to Pine | Potential Interlock/Conflict Notes |
|---|---|---|
| Xylem Inc. | CEO and director | No TT related‑party transactions requiring disclosure in 2024; related‑party policy requires SCGN Committee review of any such transactions for independence/conflict impacts . |
| TT competitors/suppliers/customers | Not disclosed | No related‑party transactions requiring disclosure in 2024 . |
- Overboarding watch item: As a sitting CEO (Xylem), Pine serves on one outside public company board (TT). Some investors assess CEO outside board commitments; factual status is one outside board.
Expertise & Qualifications
- Skills: Global leadership; sales and marketing; business operations; supply chain; product management; innovation and technology; digital transformation; risk management; deep knowledge of water industry and relevant adjacencies .
- Education and affiliations: MBA, Northeastern; BA, University of Alabama; member, Alliance of CEO Climate Leaders (WEF) and the Business Roundtable .
Equity Ownership
| Holder | Ordinary Shares | Notional Shares | Options Exercisable (60 days) |
|---|---|---|---|
| Matthew F. Pine | 0 | 0 | 0 |
- Director ownership guideline: 5x annual cash retainer; directors cannot sell company stock before meeting the guideline and must maintain it thereafter .
- Hedging/pledging: Company policy prohibits hedging and pledging of company stock by directors, reducing misalignment risks .
Insider Trades
| Date | Filing | Summary |
|---|---|---|
| 2025-06-09 | Form 4 | Insider transaction filed by “Pine, Matthew Francis” for TT; details not provided in proxy; see SEC filing for amounts and nature of transaction . |
Governance Assessment
-
Positives
- Independent director with current public‑company CEO perspective and deep operational and sustainability credentials aligned with TT’s strategy .
- Strong governance framework: independent board majority (11 of 12 nominees), robust committee structure, executive sessions, ownership requirements, and anti‑hedging/pledging policy –.
- No related‑party transactions requiring disclosure in 2024; conflicts are overseen via SCGN Committee under a formal policy .
-
Watch items
- As of the 2025 record date, Pine had no TT share ownership; expectation is to build holdings under the 5x retainer guideline; monitor progress to guideline compliance for alignment optics .
- Outside commitments: Sitting CEO with one outside public board (TT). Many investors tolerate one; continue to monitor time‑commitment concerns (“overboarding”) as responsibilities evolve.
-
Context signals
- TT say‑on‑pay approval was 87% in 2024, indicating stable shareholder support for compensation governance .
- Appointment details: Board increased size and elected Pine effective Apr 1, 2025; no committee assignment at appointment, consistent with onboarding norms .
Sources and Notes
- 2025 DEF 14A (Proxy) for Trane Technologies plc: Director biography and independence; board/committee structures; director compensation program; ownership tables; related‑party policy – .
- TT 8‑K (Feb 2025): Board appointment of Matthew Pine, effective Apr 1, 2025; no committees assigned at appointment .
- TT press release (Feb 6, 2025): Appointment announcement; education; prior roles summary .
- Xylem 2025 Proxy: Confirms Pine’s CEO role and TT board service for interlock assessment .
- Form 4 reference: Pine insider filing for TT on June 9, 2025 .