Maria Morris
WELLS FARGO & COMPANY/MNAbout Maria R. Morris
Independent director of Wells Fargo & Company since January 2018; age 62. Former EVP at MetLife with senior roles spanning risk, technology and operations, and interim leadership of MetLife’s U.S. business. Currently chairs Wells Fargo’s Board Risk Committee and serves on the Human Resources Committee; affirmed independent by the Board under NYSE and company standards. Also serves on the board of the principal banking subsidiary (Wells Fargo Bank, N.A.), including chairing its Regulatory Compliance Oversight Committee in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| MetLife | EVP and Head, Global Employee Benefits | Nov 2011 – Jul 2017 | Led global benefits; significant international scope; risk management experience; oversaw successful integration of ALICO acquisition . |
| MetLife | Interim Head, U.S. Business | 2016 – 2017 | Strategic and operational leadership of U.S. segment . |
| MetLife | Interim Chief Marketing Officer | 2014 – 2015 | Marketing leadership; relevant to customer/brand oversight . |
| MetLife | Head of Global Technology & Operations | 2008 – 2011 | Technology, operations, information security/cyber oversight experience . |
External Roles
| Company | Role | Committees |
|---|---|---|
| S&P Global Inc. | Director | Nominating & Corporate Governance Committee Chair; Executive Committee; Finance Committee . |
| The Allstate Corporation | Director | Compensation and Human Capital Committee; Nominating, Governance, and Social Responsibility Committee . |
Board Governance
- Committee assignments: Chair, Risk Committee; Member, Human Resources Committee (HRC) .
- Independence status: Board determined Maria R. Morris is independent under WFC Director Independence Standards and NYSE rules .
- Engagement/attendance: Board held eight regular and one special meeting in 2024; average attendance >99%; all current directors attended the 2024 Annual Meeting; frequent executive sessions without management .
- Committee activity: Risk Committee held 9 meetings (incl. one joint with Audit); HRC held 6 meetings in 2024 .
- Bank Board service: Member of Wells Fargo Bank, N.A. board; Bank Board held 8 regular and 1 special meeting in 2024; served as chair of the Bank Board’s RCOC (received chair fee) .
Fixed Compensation
| Component (2024) | Amount (USD) | Notes |
|---|---|---|
| Board cash retainer | $100,000 | Standard non-employee director retainer . |
| Risk Committee Chair retainer | $50,000 | Chair fee level for Risk Committee . |
| Bank Board director retainer | $10,000 | Additional annual retainer for Bank Board directors . |
| Bank Board RCOC chair fee | $10,000 | Chair fee for RCOC . |
| Meeting fees | $0 disclosed | $2,000 per meeting above 12; none separately disclosed for Morris . |
| Total fees earned | $170,000 | As reported in Director Compensation Table . |
Performance Compensation
| Component (2024) | Detail | Value/Units |
|---|---|---|
| Annual equity award (RSRs; deferred) | Granted at 2024 annual meeting; mandatory deferral until leaving Board | $240,009; 4,046 stock units . |
| Options | None granted | N/A . |
| Vesting/deferral | Director equity awards are deferred; dividends reinvested | Program-wide deferral; not individually vested in 2024 . |
Performance Metrics for Director Pay
- None. Director compensation uses cash retainers, committee chair fees, and deferred RSRs; no performance metrics or options are used in director pay design .
Other Directorships & Interlocks
| Entity | Relationship to WFC | Independence/Related-Party Context |
|---|---|---|
| S&P Global Inc. | External public company board | Board annually reviews director relationships; all standing committee members independent; independence affirmed for Morris; ordinary-course relationships with directors deemed immaterial under categorical standards . |
| The Allstate Corporation | External public company board | As above; no WFC-related party transactions disclosed involving Morris . |
| Wells Fargo Bank, N.A. | Subsidiary board | Internal subsidiary governance; Bank Board membership disclosed . |
Expertise & Qualifications
- Risk management; regulatory; information security/cyber/technology; financial services; human capital; marketing; international operations; corporate governance; environmental & social responsibility. Board skills matrix lists Morris across these domains; biography details MetLife technology/operations and marketing leadership .
Equity Ownership
| Item | Value |
|---|---|
| Common stock owned | 4,253 shares . |
| Unvested common stock units (vesting within 60 days) | 0 . |
| Other common stock units (beneficial) | 0 . |
| Total beneficial ownership | 4,253 shares . |
| Additional common stock units (deferred; not deemed beneficial as of ref date) | 32,741 units . |
| Ownership as % of shares outstanding | ~0.00013% (4,253 / 3,265,158,825) . |
| Hedging/pledging | Hedging and pledging of Company securities prohibited for directors . |
| Director stock ownership guideline | 5x annual cash retainer after five years; all eligible directors met/exceeded as of Dec 31, 2024; newer directors on track . |
Governance Assessment
- Board effectiveness: Risk Committee chair role positions Morris at the center of risk appetite, framework, and oversight of material financial and non-financial risks; Risk Committee reviewed information security, compliance, operational, market, liquidity, and climate-related risks in 2024 .
- Independence and conflicts: Board affirmatively determined independence; related-party reviews note only ordinary-course banking relationships (immaterial) and no adverse relationships disclosed for Morris .
- Attendance and engagement: High overall Board/committee activity (56 total meetings; >99% average attendance; executive sessions nearly every regular meeting); Bank Board participation adds oversight depth on regulatory compliance .
- Compensation alignment: Director pay mix aligns with governance norms—cash for service and chair responsibilities; equity deferred until departure to reinforce long-term alignment; total 2024 compensation $410,009 (fees $170,000; equity $240,009) .
- RED FLAGS: None disclosed specific to Morris. No pledging/hedging, no related-party transactions beyond immaterial ordinary-course relationships; independence affirmed .
- Multi-board service policy compliance: WFC limits directors to ≤4 public company boards; Board states all directors are in compliance. Morris’s external roles (S&P Global, Allstate) plus WFC remain within limits .
Implication: As Risk Committee Chair with deep financial services and technology operations experience, Morris is a key node in Wells Fargo’s risk and regulatory oversight. Her compensation and ownership structure signal long-term alignment, while independence and absence of related-party red flags support investor confidence in governance quality .