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Kevin Clark

Director at UNITED PARCEL SERVICEUNITED PARCEL SERVICE
Board

About Kevin Clark

Kevin Clark (age 62) is an independent director of UPS, appointed to the Board on March 3, 2025; he is Chairman and CEO of Aptiv PLC and is expected to join UPS’s Audit Committee following the 2025 Annual Meeting . The Board has determined all current director nominees other than the CEO are independent; the Board also designated all current and prospective Audit Committee members (including Clark upon joining) as audit committee financial experts . Clark holds a B.S. in Finance Administration and an MBA from Michigan State University, with prior executive experience spanning CEO/COO/CFO roles and technology-led transformations .

Past Roles

OrganizationRoleTenureCommittees/Impact
Aptiv PLC (Delphi predecessor)Chairman & CEO (since 2022); President & CEO (2017–2022); President & CEO, Delphi (2015–2017); EVP & COO (2014–2015); EVP & CFO (2010–2014)2010–presentLed Aptiv’s transformation toward electrification, digitization, AI and automation; modernized manufacturing footprint to enhance resiliency and efficiency .
Liberty Lane PartnersFounding Partner2007–2010Private equity investing and portfolio company oversight .
Fisher Scientific InternationalVP & CFO2001–2006Oversaw finance; guided a $10B merger and multiple IPO/M&A transactions .

External Roles

OrganizationRoleTenureBoards/Committees
Aptiv PLCChairman & CEO; DirectorDirector since 2015; CEO since 2017; Chair since 2022Public company directorship at Aptiv (current) .

Board Governance

  • Committee assignments and chair roles:
    • Expected Audit Committee member after 2025 Annual Meeting; Board has designated all current/prospective Audit Committee members as financial experts .
    • No UPS committee chair role disclosed for Clark.
  • Independence and conflicts:
    • Board determined Clark is independent; it reviewed ordinary-course transactions with organizations employing directors (including Clark) and found none exceeded thresholds or were material; UPS disclosed no related person transactions requiring disclosure since Jan 1, 2024 .
  • Attendance and engagement:
    • In 2024, UPS held 6 Board meetings; all directors met the 75% attendance expectation; independent directors met in executive session at each regular meeting. Clark joined in 2025 (so 2024 attendance metrics are Board-wide context) .

Fixed Compensation

ComponentAmountNotes
Annual cash retainer (Non-employee director, 2025)$125,000Increased effective 2025 from $120,000 to improve market competitiveness .
Committee member feesNot disclosedOnly committee chair retainers disclosed; no separate member fees cited .
Committee chair retainer (Audit)$30,000For Audit Committee chair only (not applicable to Clark as a member) .
Board Chair additional cash retainer$160,000For independent Board Chair only (not applicable to Clark) .
ExpensesReimbursedBoard-related expenses reimbursed .
Compensation framework for new directorStandard practice8-K confirms Clark will receive standard non-employee director compensation .

Performance Compensation

ComponentAmount/TermsVesting/Alignment
Annual RSU grant (2025)$195,000 grant-date valueRSUs are fully vested on grant but must be held until separation from the Board; dividends deemed reinvested; aligns director interests with long-term shareholders .
Equity plan designUPS prohibits hedging/short sales/pledging by directors; enhances alignment and risk controls .

Note: UPS does not use performance metrics (e.g., TSR or operating targets) for director equity; RSUs are time-based and subject to mandatory holding until board service ends .

Other Directorships & Interlocks

CompanyRolePotential Interlock/Conflict Assessment
Aptiv PLCChairman & CEO; DirectorUPS reviewed ordinary-course relationships with director-affiliated companies during independence assessment; no material relationships or thresholds were exceeded; Board affirmed independence . UPS disclosed no related person transactions requiring Item 404(a) disclosure for Clark in his appointment 8-K .

Expertise & Qualifications

  • Technology/Technology Strategy: Led Aptiv’s pivot to electrification, digitization, AI and automation; broad experience across software, compute and electrical architecture for mobility and adjacent industries .
  • CFO/Finance and M&A: Operationally focused finance leader; oversaw two IPOs and a $10B merger at Fisher Scientific; disciplined capital allocation and cost rationalization .
  • Supply Chain/Operations: Drove manufacturing modernization and automation across global footprints; managed complex supply chain disruptions (e.g., COVID-19) .
  • Education: B.S. in Finance Administration and MBA, Michigan State University .

Equity Ownership

MetricValueNotes
Class A shares beneficially owned408As of March 3, 2025 .
Class B shares beneficially owned228As of March 3, 2025 .
Total UPS shares636As of March 3, 2025 .
Ownership as % outstanding<1%All directors and officers individually held less than 1% of each class; group total <1% .
Stock ownership guideline5x annual director retainerDirectors expected to reach within 5 years; RSUs count toward ownership and are held until separation .
Hedging/pledgingProhibitedNo hedging, pledging, short sales permitted for directors .

Governance Assessment

  • Strengths supporting investor confidence:
    • Independent director; expected Audit Committee service with financial expert designation enhances financial oversight .
    • Deep technology, supply chain and finance expertise aligns with UPS’s complex logistics and digital transformation priorities .
    • Director pay mix emphasizes long-term alignment: mandatory-hold RSUs; robust ownership guidelines; no hedging/pledging .
    • No related person transactions for Clark; UPS reports none requiring disclosure since Jan 1, 2024; independence evaluated rigorously each year .
  • Watch items:
    • Dual role as a sitting public company CEO (Aptiv) increases time commitments; UPS has overboarding policies and board evaluations; independence affirmed, and the company conducts annual attendance/effectiveness reviews .
  • RED FLAGS: None identified in filings regarding attendance, related-party transactions, hedging/pledging, or director pay anomalies for Clark .