Franck Moison
About Franck Moison
Independent director of UPS since 2017; age 71. Former Vice Chairman of Colgate-Palmolive with deep global consumer, marketing, and supply chain experience; MBA (University of Michigan Ross) and Master’s in Marketing (EDHEC Business School). Current UPS committee assignments: Nominating & Corporate Governance and Risk; the board has determined he is independent under NYSE standards. UPS held six board meetings in 2024; all directors met the 75% attendance expectation and attended the 2024 Annual Meeting; independent directors meet in executive session at each regular board meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Colgate-Palmolive | Vice Chairman | 2016–2018 | Senior leadership of global consumer company; oversight of international operations and strategy |
| Colgate-Palmolive | COO, Emerging Markets | 2010–2016 | Drove expansion and M&A in fast-growing geographies; broadened market footprint |
| Colgate-Palmolive | President, Global Marketing, R&D and Supply Chain | 2007–2010 | Accountable for global supply chain and production; optimized multinational manufacturing network |
| Colgate-Palmolive | President, Western & Central Europe and South Pacific | 2005–2007 | Regional P&L leadership in developed markets |
| Colgate-Palmolive | Various management roles | 1978–2005 | Progressive leadership in marketing/operations |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| VusionGroup SA | Director | 2020 | Public board |
| Hanesbrands Inc. | Director | 2015 | Public board |
| SomaLogic | Board Member | 2019–2021 | Prior board role |
| EDHEC Business School | Chairman, International Advisory Board | N/A | Non-profit/academic governance |
| Georgetown Univ. McDonough School | International Board Member | N/A | Academic advisory role |
Board Governance
- Independence and structure: UPS board is 92% independent (all except CEO); all members of Audit, Compensation & Human Capital, Nominating & Corporate Governance (NCG), and Risk are independent. Moison serves on NCG and Risk; not a committee chair.
- Committee responsibilities relevant to Moison:
- NCG: director succession, board composition, governance guidelines, and environmental sustainability oversight.
- Risk: enterprise risk governance including cybersecurity, technology, business continuity; coordinates with Audit.
- Attendance and engagement: 2024 meetings — Board (6), Audit (11), Comp & Human Capital (5), NCG (4), Risk (4 including a joint with Audit). All directors attended ≥75% of their meetings and the 2024 Annual Meeting. Independent directors hold executive sessions at each regular board meeting.
- Independence determination included review of ordinary-course relationships with companies where directors are affiliated; none exceeded thresholds or were material; all nominees other than the CEO deemed independent.
- Overboarding: UPS notes adoption of director overboarding policies in recent governance enhancements.
Fixed Compensation
| Year | Component | Amount | Notes |
|---|---|---|---|
| 2024 | Annual cash retainer | $120,000 | Standard non-employee director retainer |
| 2024 | RSU award (grant-date fair value) | $185,000 | RSUs vest at grant; must be held until board separation; dividends reinvested into units |
| 2024 | Total | $305,000 | Sum of cash and equity |
| 2025 (effective) | Annual cash retainer | $125,000 | Increased in Nov 2024 to align with peer median |
| 2025 (effective) | RSU award (grant-date fair value) | $195,000 | Increased for 2025 |
- Chair fees (not applicable to Moison): Audit Chair $30k (2025), Comp & Human Capital Chair $25k (2025), NCG and Risk Chairs $20k (2024 levels).
Performance Compensation
- UPS does not grant performance-based equity or options to non-employee directors; director equity is time-vested RSUs with mandatory holding until board departure. No options, bonus metrics, or performance targets apply to directors.
Other Directorships & Interlocks
| Company | Industry Relationship to UPS | Governance/Conflict Notes |
|---|---|---|
| Hanesbrands Inc. (Director) | Potential customer of logistics services | UPS discloses only immaterial ordinary-course transactions with companies associated with directors and no related person transactions requiring disclosure since 1/1/2024. Independence maintained. |
| VusionGroup SA (Director) | Tech/retail solutions; limited direct overlap | Same policy context; no material transactions disclosed. |
Expertise & Qualifications
- Global consumer/retail operator: Led brand, marketing, and regional businesses at Colgate across Europe, Asia-Pacific, and Latin America.
- Supply chain leadership: Accountable for global supply chain, production footprint, and efficiency programs supporting local market needs.
- Emerging markets growth and M&A: Executed strategic acquisitions and footprint expansion in high-growth markets.
- Education: Master’s in Marketing (EDHEC), MBA (Michigan Ross).
Equity Ownership
| Holding Type | Quantity | As-of Date | Notes |
|---|---|---|---|
| Class A common shares (beneficial) | 13,257 | Mar 3, 2025 | Director beneficial ownership table |
| Class B common shares (beneficial) | 0 | Mar 3, 2025 | Not listed in beneficial table |
| Outstanding director RSUs | 13,257 | Dec 31, 2024 | Held until separation; fully vested at grant |
| Phantom stock units (deferred) | 1,400 | Mar 3, 2025 | Deferred director retainer within UPS Deferred Compensation Plan |
Alignment and safeguards:
- Stock ownership guidelines: Directors targeted at 5x annual retainer; all non-employee directors subject to guidelines for at least five years exceeded targets as of 12/31/2024.
- Hedging/pledging: Directors prohibited from hedging or pledging UPS shares; short sales banned.
Governance Assessment
- Board effectiveness: Moison’s supply chain and global consumer expertise map directly to UPS’s logistics operations and international strategy, strengthening Risk Committee oversight on technology/cyber and operational continuity, and NCG oversight on sustainability.
- Independence and attendance: Independent status, committee service across NCG and Risk, and board-wide attendance compliance support investor confidence in oversight diligence.
- Compensation alignment: Director pay mix is balanced (cash + RSUs), with mandatory RSU holding until board separation to promote long-term alignment; 2025 retainer increases move pay to peer median without introducing performance risk.
- Ownership alignment: Meaningful RSU holdings and prohibition on hedging/pledging; ownership guidelines met by seasoned directors.
- Conflicts/related parties: UPS reports no related person transactions requiring disclosure since 1/1/2024 and immaterial ordinary-course relationships with companies linked to directors; independence determinations reaffirmed.
Red flags and risk indicators:
- None disclosed specific to Moison. No related-party transactions, no hedging/pledging, and no attendance concerns reported. Continued monitoring advisable for potential commercial overlaps with Hanesbrands or other boards, though UPS’s policies and independent determinations mitigate risk.