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Mary Jane Raymond

Director at VEECO INSTRUMENTSVEECO INSTRUMENTS
Board

About Mary Jane Raymond

Independent director at Veeco Instruments Inc. since 2019; age 64; member and designated financial expert of the Audit Committee. Previously EVP and CFO at Coherent Corp. (formerly II-VI) from 2014–2024; earlier senior finance and operations roles at Hudson Global, Dun & Bradstreet, Lucent Technologies, and Cummins Engine Company .

Past Roles

OrganizationRoleTenureCommittees/Impact
Coherent Corp. (formerly II-VI)EVP & CFO2014–2024Company grew from ~$500M to $5.2B revenue; $11B strategic acquisitions executed
Hudson GlobalEVP & CFO2005–2013Led finance at global staffing firm
Dun & BradstreetPrincipal Accounting Officer & Corporate Controller2002–2005Senior accounting leadership
Lucent TechnologiesMerger Integration Founder/Operator1997–2002Managed ~$40B of acquisitions integration
Cummins Engine CompanyVarious operating roles incl. GM, Exec Director of Strategy~10 yearsStrategy and general management

External Roles

  • No current public company directorships disclosed for Raymond; Board-level statistic indicates no director serves on more than three public company boards .

Board Governance

  • Independence: Independent under NASDAQ rules; all committee memberships comprise independent directors .
  • Committee assignments: Audit Committee member and financial expert; Audit Committee comprised of Bayless (Chair), Jackson, St. Dennis, Raymond; met five times in 2024 .
  • Attendance: 100% of directors attended all Board meetings; Veeco reports all directors attended applicable committee meetings in 2024 .
  • Board leadership: Independent Chairman (Richard A. D’Amore); independent directors meet in executive sessions regularly .
  • Election support: Re-elected in 2024 with 45,706,476 votes for, 625,301 withheld; strong Say-on-Pay approvals (≈97% in 2022–2024) signal investor alignment .

Fixed Compensation

ComponentPolicy Detail2024 Amount/DetailNotes
Board retainer (cash)$17,500 per quarter$70,000 (implied)Quarterly board fees for non-employee directors
Committee retainer (cash)Audit: $2,500/quarter non-chair$10,000 (implied)Compensation Committee non-chair was $2,000/quarter from 7/1/2024; Governance $1,250/quarter (not applicable if not a member)
Meeting feesNoneNo per-meeting fees; quarterly retainers only
Chairman premium$12,500/quarterNot applicable to Raymond
Total cash paid (2024)$80,000Fees earned or paid in cash
Equity grant (annual)Restricted stock; vest earlier of 1 year or pre-AGM3,677 shares; grant date 5/10/2024; grant-date FV $139,983 ($38.07/sh)2024 director equity value increased mid-year policy to $165,000, but May awards reflected $140,000

Performance Compensation

Metric2024 ThresholdBusiness PlanTargetActualFunded % of Bonus Targets
Adjusted Operating Income ($mm)$30.0$137.3$155.1$129.462.8%
Veeco’s annual Management Bonus Plan for executives is based solely on Adjusted Operating Income with capped payouts and an individual performance modifier; directors do not receive performance-based pay, but Raymond oversees these programs via Board governance and Audit oversight .

Other Directorships & Interlocks

CompanyRoleCommittee RolesNotes
None disclosedCompensation Committee interlocks: none for Veeco; all committee members are independent .

Expertise & Qualifications

  • Audit/Finance: Designated Audit Committee financial expert; extensive CFO experience across public companies .
  • M&A and Integration: >$50B transactions across transaction and integration sides; deep governance impact in prior companies .
  • Operations/Strategy: Senior roles in strategy and general management; cross-industry operational experience .

Equity Ownership

ItemAs ofAmount% of OutstandingNotes
Beneficial ownership (common)3/12/202518,731 shares<1%Reported as “Less than 1%”
Outstanding unvested director stock awards12/31/20243,677 sharesFrom 5/10/2024 grant
Options12/31/20240No stock options outstanding for directors
Ownership guidelines (directors)Policy3x annual cash retainerAll directors compliant or within phase-in period
Hedging/PledgingPolicyProhibitedSecurities Trading Policy bans hedging/pledging by directors

Governance Assessment

  • Strengths:

    • Independent director and Audit Committee financial expert; robust attendance; Board has strong governance practices (annual evaluations, executive sessions) .
    • Transparent, shareholder-aligned compensation practices (no meeting fees; equity vests annually; anti-hedging/pledging; clawbacks for executives) .
    • No related-party transactions in 2024; committee interlocks absent; independent chairman structure .
    • Strong shareholder support for director elections and Say-on-Pay, bolstering investor confidence .
  • Watch items:

    • Mid-2024 increase in director equity value to $165,000 raises cost-of-governance; monitor future grant sizing versus performance and peer trends .
    • Beneficial ownership is modest (<1%); though guidelines are met, continued tracking of alignment via annual grants and holding requirements is prudent .
  • RED FLAGS: None identified in disclosures for Raymond (no related-party transactions, no hedging/pledging, timely Section 16 compliance in 2024) .

  • Signals:

    • Active Audit oversight (five meetings; full committee of financial experts) and consistent board engagement suggest high board effectiveness for risk and financial reporting .
    • Executive incentive frameworks (Adjusted Operating Income focus, caps, TSR-based PRSUs) indicate pay-for-performance discipline overseen by independent committees .