Joseph J. DeAngelo
Vertiv HoldingsAbout Joseph J. DeAngelo
Independent director at Vertiv since October 3, 2022; age 63. Former Chairman, President and CEO of HD Supply Holdings (2005–2020, with Chairman role beginning 2015), with prior senior roles at The Home Depot (EVP/COO in 2007), The Stanley Works (EVP 2003–2004), and a 17-year career at GE culminating as President & CEO of GE TIP/Modular Space (GE Capital). He holds a bachelor’s degree in accounting and economics from SUNY Albany .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| HD Supply Holdings, Inc. | Chairman; President & CEO | Chairman: Mar 2015–2020; President & CEO: Jan 2005–2020; Director since Aug 2007 | Led one of North America’s largest industrial distributors until acquisition by The Home Depot in 2020 . |
| The Home Depot | EVP & COO | 2007 | Senior operating role following HD Supply leadership . |
| HD Supply | EVP; SVP roles | 2004–2006 | EVP of HD Supply (2005–2006); SVP roles including Pro Business and Tool Rental (2004–2005) . |
| The Stanley Works | EVP | 2003–2004 | Senior executive role at industrial tools manufacturer . |
| General Electric | Various roles; last as President & CEO, GE TIP/Modular Space (GE Capital) | 1986–2003 | Led GE Capital division; broad operational and P&L experience . |
External Roles
| Organization | Role | Since/Through | Committees/Notes |
|---|---|---|---|
| CompoSecure, Inc. (Nasdaq: CMPO) | Director | Sep 2024–present | Chair of Audit; member, Nominating & Corporate Governance . |
| Resolute Holdings Management, Inc. (Nasdaq: RHLD) | Director | Feb 2025–present | Chair of Audit; member, Nominating & Governance . |
| Combat Marine Outdoors, Inc. | Director | 2016–present | Non-profit board service . |
| STAR Network | Director | Dec 2024–present | Non-profit board service . |
| Owens-Illinois, Inc. | Director | May 2016–Jul 2017 | Prior public board . |
| Shepherd Center Foundation | Trustee | 2016–2020 | Non-profit board . |
| Cristo Rey Atlanta Jesuit High School | CEO Advisory Council | 2016–2020 | Advisory role . |
Board Governance
| Item | Details |
|---|---|
| Independence | The Board determined DeAngelo is an independent director under NYSE and SEC rules . |
| Committees | Compensation Committee (member; chair: Roger Fradin) ; Nominating & Corporate Governance Committee (member; chair: Joseph van Dokkum) . |
| 2024 Meetings Held | Board: 4; Audit: 8; Compensation: 4; Nominating & Governance: 3 . |
| Attendance | In 2024, all but one director met the 75% attendance expectation; the exception was Jacob Kotzubei (50%). This indicates DeAngelo met or exceeded 75% attendance . |
| Annual Meeting Attendance (2024) | Ten directors attended the 2024 annual meeting . |
| Shareholder Election Support | 2024 votes: For 258,531,504; Withhold 14,875,149 . 2025 votes: For 264,326,601; Withhold 15,990,657 . |
Fixed Compensation (Director)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Standard non-employee director retainer (no chair premium) . |
| Committee chair fees (reference) | Audit: $150,000; Comp: $130,000; Nominating: $115,000 | Not applicable to DeAngelo (not a chair) . |
Performance Compensation (Director Equity)
| Grant Date | Instrument | Shares/Options | Exercise Price | Vesting | Grant Date Fair Value |
|---|---|---|---|---|---|
| Mar 7, 2024 | Stock Options | 15,000 | $72.09 | Annual ratable over 4 years | $410,550 . |
- Program design: Non-employee directors receive annual stock option grants (no RSUs), aligning value solely with post-grant stock price appreciation; options vest over four years .
Other Directorships & Interlocks
- Interlocks: DeAngelo serves at CompoSecure (CMPO) and Resolute (RHLD). Vertiv’s Executive Chairman David M. Cote is Executive Chairman at CompoSecure (since Sep 2024) and Resolute (since Feb 2025); director Roger Fradin serves at Resolute (Comp Committee chair) and was previously on CompoSecure’s board (Sep 2024–Feb 2025), creating board-level interlocks that may facilitate information flow and alignment across these companies .
Expertise & Qualifications
- Core skills: Multi-decade operating leadership in industrial distribution (HD Supply), large-scale operations and supply chain, and GE Capital business leadership; significant audit oversight experience as current Audit Committee chair at two public companies; degree in accounting/economics .
- Board fit: Selected for “extensive leadership and management experience and industry knowledge,” supporting compensation and nominating/governance committee work at Vertiv .
Equity Ownership
| As of Date | Beneficial Ownership Detail | Amount |
|---|---|---|
| Apr 15, 2025 | Total beneficial ownership (common + options exercisable within 60 days) | 102,427 shares; <1% of outstanding . |
| Apr 15, 2025 | Direct/common shares held | 71,600 shares . |
| Apr 15, 2025 | Options exercisable within 60 days | 30,827 shares underlying options . |
| Dec 31, 2024 | Unexercised options (vested and unvested) | 61,103 options outstanding . |
- Ownership policy: Directors must own stock equal to 5x the cash retainer; the company maintains a “no sale” restriction for executive officers until guidelines are met; hedging and pledging of company shares are prohibited for all directors and officers .
Governance Assessment
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Strengths:
- Independent director with substantive operating track record; sits on Compensation and Nominating & Governance Committees, strengthening board oversight in key areas .
- Strong shareholder support in recent elections (2024 and 2025), indicating investor confidence in board composition .
- Pay-for-alignment: Director equity entirely in stock options; 2024 mix roughly 80% equity by grant-date value (cash $100,000 vs options $410,550), aligning compensation with long-term TSR outcomes .
- Robust ownership and trading policies (5x retainer guideline; hedging/pledging prohibited) reduce misalignment and downside governance risk .
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Watch items:
- External board load and interlocks: Concurrent public company boards (CMPO, RHLD) where fellow Vertiv directors also serve could concentrate networks; monitor for time-commitment and potential perceived conflicts should any inter-company dealings arise (none disclosed to date) .
- Related-party transactions: Vertiv’s proxy discloses related-party policies and certain transactions (e.g., legacy shareholder repurchases), but no DeAngelo-specific related-party transactions are disclosed; continue to monitor future filings .
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Shareholder sentiment context:
- Say-on-pay approval was ~95% in 2024, and 2025 advisory vote passed with 244.4M “For” vs 35.3M “Against,” supporting current compensation governance framework overseen by the board and its committees .