Rob Mionis
TEXTRONAbout Rob Mionis
Rob Mionis, 62, was appointed to Textron’s Board effective March 1, 2025 and is nominated for election at the 2025 Annual Meeting. He is an independent director and serves on the Audit Committee and the Organization & Compensation (O&C) Committee. Mionis is President and CEO of Celestica Inc. (since 2015), with deep operations/manufacturing expertise and aerospace/industrial sector experience; prior roles include Operating Partner/Senior Advisor at Pamplona Capital (2013–2015), CEO of StandardAero (2006–2013), senior leadership at Honeywell Aerospace (VP Integrated Supply Chain), and he began his career at GE .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Celestica Inc. | President & CEO | 2015–present | Leads multinational design/manufacturing and supply chain solutions; 2024 revenue $9.7B; ~27,000 employees across 40 locations in the Americas, Asia, Europe . |
| Pamplona Capital Management | Operating Partner/Senior Advisor | 2013–2015 | Generated industrial/aerospace deal flow; supported portfolio across industrial, aerospace, healthcare, automotive . |
| StandardAero | President & CEO | 2006–2013 | Led global aerospace MRO through significant revenue and profitability growth . |
| Honeywell Aerospace | VP Integrated Supply Chain (and prior senior roles) | Prior to 2006 | Senior leadership in aerospace supply chain operations . |
| General Electric | Early career | — | Foundational operating/manufacturing experience . |
External Roles
| Organization | Role | Scope/Notes |
|---|---|---|
| Celestica Inc. | President & CEO | Multinational design/manufacturing and supply chain solutions provider to aerospace, industrial, and communications; 2024 revenue $9.7B; ~27,000 employees; 40 locations globally . |
Board Governance
| Attribute | Details |
|---|---|
| Independence | Board determined Mionis is independent under NYSE listing standards . |
| Committee Memberships | Audit Committee (member); Organization & Compensation Committee (member) . |
| Committee Chairs | Not disclosed as Chair; Audit Chair: Lionel L. Nowell III; O&C Chair: Deborah Lee James . |
| Audit Committee Financial Expert | Not designated; experts are Ambrose, Clark, Kennedy, Nowell, Ziemer . |
| Board Attendance Standard | Directors expected to attend; in 2024 each director attended ≥75% of Board/committee meetings; all standing for re‑election attended the 2024 Annual Meeting . |
| Meeting Cadence (2024) | Board held 6 regular meetings; Audit met 8x; Nominating & Corporate Governance met 3x; O&C met 6x . |
| Executive Sessions | Independent directors met in executive session at each of the Board’s six regularly scheduled meetings; Lead Director (R. Kerry Clark) presided . |
| Other Directorship Limits | Non‑management directors may serve on up to four other public company boards; if a sitting public‑company CEO, limit is two other boards . |
Fixed Compensation
| Component | 2024 Amount | 2025 Program Notes |
|---|---|---|
| Annual cash retainer (non‑employee directors) | $130,000 | Prorated for partial‑year service; no change disclosed . |
| RSU grant (annual, time‑based) | $165,000 grant‑date value; vests in one year; deferral optional until separation | RSU grant value increased to $185,000 at the 2025 Annual Meeting . |
| Audit Committee member retainer | $15,000 (each member, including chair) | Applies to Mionis as an Audit Committee member . |
| Committee chair fees | Audit: $15,000; N&CG: $20,000; O&C: $25,000 | Not applicable to Mionis unless appointed chair . |
| Lead Director fee | $45,000 | Lead Director is R. Kerry Clark . |
| Deferral program (cash fees) | Directors’ Deferred Income Plan: cash fees may be deferred to interest-bearing account (≥8% or Moody’s Corporate Bond Yield Index, capped at 120% of LT AFR) or Textron stock units receiving dividend equivalents . | |
| Matching gifts | Company matches director gifts to eligible charities up to $7,500 (2024); increased to $10,000 beginning in 2025 . |
Performance Compensation
| Item | Details |
|---|---|
| Performance metrics tied to director compensation | None disclosed; annual director equity is time‑based RSUs vesting in one year (not performance‑conditioned) . |
Other Directorships & Interlocks
- Not disclosed for Mionis in the proxy beyond his Celestica CEO role; the Board evaluates other board service and applies tighter limits for sitting public‑company CEOs (≤2 other boards), a relevant governance guardrail for time commitment .
Expertise & Qualifications
- Extensive operations and manufacturing expertise; significant international business experience; deep aerospace and industrial sector experience .
- Committee roles (Audit and O&C) align with his operational rigor and talent/compensation oversight exposure from CEO experience .
Equity Ownership
| Policy/Status | Details |
|---|---|
| Director stock ownership guideline | Required ownership equals 8× the portion of the annual cash retainer; directors may achieve over time; all directors currently meet the requirement . |
| One‑time restricted stock (pre‑2022) | Prior practice: 2,000 restricted shares upon joining; vesting only after completion of all Board terms/earlier of death, disability, change‑in‑control; transfer restrictions apply; RSU shares cannot be sold unless guideline met . |
| Anti‑hedging/pledging | Directors are prohibited from pledging Textron securities, holding in margin accounts, short sales, or transactions in publicly traded options/derivatives based on Textron’s stock . |
Governance Assessment
- Independence and committee assignments: Mionis strengthens independent oversight on two principal committees (Audit, O&C); independence affirmed under NYSE rules .
- Board effectiveness: The Audit Committee’s active cadence (8 meetings in 2024) and O&C’s role in CEO/NEO pay decisions and succession provide robust oversight channels that Mionis will participate in .
- Potential conflicts/related‑party exposure: No related‑party transactions disclosed involving Mionis; related‑party items in 2024 involved executive aircraft arrangements for Donnelly and Connor and were reviewed/approved by N&CG Committee with market‑rate terms .
- Compensation alignment signals: Director pay mix is balanced cash + time‑based equity; 2025 RSU increase to $185k indicates modest modernization of director equity, still without performance conditions—appropriate for director independence .
- Shareholder sentiment: Say‑on‑pay approval was ~94.1% at the 2024 meeting, indicating strong investor support for compensation governance; Board conducts annual outreach to top holders on governance/ESG matters .
Director Compensation (Individual)
- As a 2025 appointee, Mionis was not in the 2024 director compensation table. For 2025, he will be eligible for the annual cash retainer ($130,000, prorated) and the 2025 RSU grant ($185,000, prorated), plus the $15,000 Audit Committee member retainer; O&C membership carries no disclosed member retainer (only the O&C chair receives $25,000) .
Risk Indicators & Red Flags
- Hedging/pledging: Prohibited for directors—reduces alignment risk .
- Attendance: Board‑wide standard of ≥75% attendance met in 2024; executive sessions held every regular meeting—supports independent oversight .
- Related party: None disclosed for Mionis; governance process for related‑party transactions is formal and N&CG‑approved .
- Audit committee financial expert designation: Mionis is not listed as an “financial expert”; however, committee composition includes multiple designated experts—mitigates financial reporting oversight risk .
Say‑on‑Pay & Shareholder Feedback
| Item | Result/Disclosure |
|---|---|
| 2024 Say‑on‑Pay outcome | ~94.1% approval on 2023 executive compensation . |
| Shareholder outreach | Fall program with top 25 institutional holders (~60% of shares) on governance/comp/ESG; Board participation as appropriate . |
Notes on Data Gaps
- Age, tenure, education specifics beyond age 62 and career biography are not further detailed in the proxy; no personal share ownership disclosure for Mionis as of Jan 2, 2025 (he joined March 2025) .