Lila Tretikov
XylemAbout Lila Tretikov
Independent director at Xylem (XYL), age 47, serving since 2020. Principal occupation: Partner and Head of Artificial Intelligence Strategy at New Enterprise Associates (NEA) since March 2024; previously Corporate Vice President & Deputy Chief Technology Officer at Microsoft (April 2020–January 2024), with earlier Microsoft roles starting April 2018 in AI, Perception & Mixed Reality. She brings expertise in artificial intelligence, business transformation, cybersecurity, and climate accounting; she founded a computational genomics company and holds patents and publications in technology-enabled business transformation. Independent under NYSE standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Microsoft | Corporate VP & Deputy CTO | Apr 2020–Jan 2024 | Technology leadership; AI/ML initiatives |
| Microsoft | Corporate VP, AI, Perception & Mixed Reality | From Apr 2018 | AI product leadership |
| Engie SA / Terrawatt Initiative | SVP (Engie); CEO & Vice Chair (Terrawatt Initiative) | Dec 2016–Dec 2019 | Energy transition; climate tech programs |
| Wikimedia Foundation | CEO & Executive Director | Not disclosed (earlier in career) | Open knowledge leadership |
| Computational Genomics Company | Founder & CEO (acquired by Ameritrade) | Not disclosed | Built and exited startup |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Volvo Cars AB | Director | 2021–present | Current public company board |
| SOPHiA Genetics SA | Director | 2023–2024 | Recent public company board |
| nam.R SA | Co-founder; Director | 2018–2023 | Paris-based software company |
Board Governance
- Committee assignments: Nominating & Governance Committee member (independent committee; 3 meetings in 2024). Not a chair.
- Independence: Board determined she is independent; 8 of 9 nominees independent in 2025.
- Attendance and engagement: In 2024 there were 6 Board meetings and 15 committee meetings; average attendance >97%, with each director nominee attending ≥94%. Executive sessions held at all six Board meetings, chaired by the independent Board Chair.
| 2024 Meetings & Attendance | Metric | Value |
|---|---|---|
| Board meetings | Count | 6 |
| Committee meetings | Count | 15 |
| Nominating & Governance meetings | Count | 3 |
| Audit Committee meetings | Count | 7 |
| LDCC meetings | Count | 5 |
| Average attendance | Board + committees | >97% |
| Nominee-specific threshold | Each nominee | ≥94% |
| Independent leadership | Independent Board Chair | Yes |
Governance processes include annual Board and committee assessments (self-assessed or third-party facilitated), with feedback presented for robust discussion and implemented changes to improve effectiveness.
Fixed Compensation
| Year (Comp’d for) | Fees Earned or Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| 2023 | 103,750 | 165,000 | 90 | 268,840 |
| 2024 | 105,000 | 165,000 | 132 | 270,132 |
Program elements (non-employee directors):
- Annual cash retainer: $105,000; annual equity award: $165,000; excess meeting fee: $2,000 in-person / $1,000 telephonic; Committee chair retainers: Audit $25,000; LDCC $20,000; other committees $15,000; Independent Board Chair retainer $140,000 split $70,000 cash / $70,000 RSUs. Compensation capped at $750,000 annually.
Performance Compensation
| Grant | Grant Date | RSUs (shares) | Price per Unit | Grant-Date Fair Value |
|---|---|---|---|---|
| Annual Director Equity (2023) | May 18, 2023 | 1,580 | $104.43 | $165,000 (computed for directors; price detail cited) |
| Annual Director Equity (2024) | May 16, 2024 | 1,156 | $142.68 | $165,000 |
- Vesting: RSUs granted on the Annual Meeting date, vest the day before the next Annual Meeting. Settlement can be deferred per plan election.
- Options: None outstanding for directors.
- Performance metrics: Director pay is cash + time-based RSUs; no performance vesting metrics for director equity.
Other Directorships & Interlocks
| Company | Type | Potential Interlock/Conflict Notes |
|---|---|---|
| Volvo Cars AB (2021–present) | Public board | No related party transactions disclosed at Xylem since Jan 1, 2024. |
| SOPHiA Genetics SA (2023–2024) | Public board | No related party transactions disclosed. |
| nam.R SA (2018–2023) | Private/software | No related party transactions disclosed. |
Xylem’s Corporate Governance Principles limit outside public boards and require review of new affiliations for conflicts and time commitments.
Expertise & Qualifications
- AI/ML, cybersecurity, and technology-enabled transformation; climate accounting and climate tech evaluation; founder background in computational genomics; patents and publications.
- Brings global perspectives and innovation experience to Xylem’s board composition and refresh strategy.
Equity Ownership
| Measure | Value | As-of/Notes |
|---|---|---|
| Total shares beneficially owned | 6,224 | As of March 7, 2025; <1% of class (243,322,974 outstanding). |
| Ownership % of outstanding | <1% | As of March 7, 2025. |
| Unvested RSUs outstanding | 1,156 | As of Dec 31, 2024. |
| Deferred RSUs (vested, deferred) | 0 | As of Dec 31, 2024 (blank in table). |
| Hedging/pledging | Prohibited | Insider trading policy bans hedging, shorting, pledging. |
| Director stock ownership guideline | 5x annual cash retainer | Applies to directors. |
| Compliance status | Met or on track | All directors and executives as of March 7, 2025. |
Insider Trades and Section 16 Compliance
| Year | Filing | Details | Reason |
|---|---|---|---|
| 2024 | Late Form 4 | One late purchase filing covering 4 shares | Broker delayed notice. |
| 2024 | Late Form 4 | One late sale filing covering 4 shares | Broker delayed notice. |
Company states Section 16(a) filings otherwise complied for directors and NEOs in 2024.
Governance Assessment
- Strengths: Independence; high board and committee attendance; robust insider trading policy with bans on hedging/pledging/shorting; strong equity alignment with RSUs and 5x retainer ownership guideline; member of the Nominating & Governance Committee overseeing governance, board assessments, CEO succession, and specialty compliance (including data privacy, EHS, trade compliance).
- Compensation alignment: Director pay structure balanced between cash and equity (≥50% equity), no options, clear vesting cadence, capped annual compensation; regular benchmarking via LDCC and independent consultant.
- Conflicts and related-party exposure: No related party transactions requiring disclosure since Jan 1, 2024; Corporate Governance Principles require review of new affiliations for conflicts and board workload.
- RED FLAGS: Two immaterial late Form 4 filings (4 shares each) attributed to broker notification delays; monitor future Section 16 timeliness but no broader compliance issues noted.