Experience, Skills and Qualifications
The Governance Committee works with the full Board to determine the appropriate characteristics, skills and experiences for the Board as a whole as well as its
individual members. While the Governance Committee has not established minimum criteria for Director candidates, it has established important factors that it considers when evaluating potential candidates. These factors are set forth in the
Boards Corporate Governance Principles and include integrity and strength of character, mature judgment, strategic thinking, demonstrated leadership skills, relevant business experience, experience with international business issues and risk,
public company experience, innovation, technology or information technology expertise, brand marketing experience, availability, career specialization, relevant technical skills, time and willingness to perform duties as a Director, absence of
conflicts of interest, diversity and the extent to which the candidate would fill a present need on the Board. In addition, as explained in more detail below in the section entitled Diversity, the Board is committed to a policy of
inclusiveness that requires all new Board nominees to be drawn from a pool that includes diverse candidates, with a commitment to seeking out highly qualified women and minority candidates.
In addition to evaluating new Director candidates, the Governance Committee regularly assesses the composition of the Board in order to ensure it reflects an
appropriate balance of knowledge, skills, expertise, diversity and independence. As part of this assessment, each Director is asked to identify and assess the particular experiences, skills and other attributes that qualify him or her to serve as a
member of the Board. Based on the most recent assessment of the Boards composition completed in February 2021, the Governance Committee and the Board have determined that, in light of the Companys current business structure and
strategies, the Board has an appropriate mix of Director experiences, skills, qualifications and backgrounds.
Set forth below is a general description of the types
of experiences and skills the Governance Committee and the Board believe to be particularly relevant to the Company at this time:
Leadership Experience
Directors who have demonstrated significant leadership experience over an extended period of time, especially current and former executive officers, provide the Company
with valuable insights that can only be gained through years of managing complex organizations. These individuals understand both the day-to-day operational
responsibilities facing senior management and the role Directors play in overseeing the affairs of large organizations. Seven of the eight nominees are current or former executive officers.
International Experience
Given the Companys global footprint and
current focus on growing its presence in emerging markets, Directors with experience in markets outside the United States are critical to the Companys long-term success.
Innovation and Technology Experience
In light of the important role of
innovation and technology to the Companys businesses, Directors with innovation and technology experience add significant value to the Board.
General
Industrial Experience
Directors that have direct experience with industrial businesses bring key insights to the strategic planning process and provide
important practical experience to the Board and management.
Brand Marketing Experience
Directors with a proven track record for marketing and growing global brands bring valuable skills that can have a positive impact on the Companys operational
results, especially as it looks to leverage its brand to expand into new markets and territories.
Financial Experience
Directors with an understanding of accounting, finance and financial reporting processes, particularly as they relate to large, multi-national businesses, are critical
to the Company. Accurate financial reporting is a cornerstone of the Companys success, and Directors with financial expertise help to provide effective oversight of the Companys financial measures and processes.
A description of the most relevant experiences, skills, attributes and qualifications that qualify each Director candidate to serve as a member of the Board is included
in his or her biography.
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