governance

The Board of Directors is responsible for overseeing the management of Ryder’s business. The Board’s goal is to enhance long-term value for Ryder’s shareholders and to ensure the continuity and vitality of Ryder’s businesses. To assist it in carrying out its duties, the Board has established and delegated certain authority to the following four Committees: Audit Committee, Compensation Committee, Corporate Governance and Nominating Committee and Finance Committee.

In addition, the Board has adopted Corporate Governance Guidelines to further its long-standing goal of providing effective governance of Ryder’s business and corporate affairs.

The Board consists of eleven members, ten of which are independent pursuant to the independence standards set forth in Ryder’s By-Laws and those required by the New York Stock Exchange. Following is background information relating to Ryder’s Board members. This information reflects information set forth in Ryder’s most recent proxy statement and any public announcements regarding any director joining or leaving the Board since the date of the proxy statement.

John M. Berra , , , Director

Mr. Berra, 69, served as Chairman of Emerson Process Management, a global leader in providing solutions to customers in process control, and Executive Vice President of Emerson Electric Company, until he retired in October 2010. Prior to October 2008, Mr. Berra served as President of Emerson Process Management. He joined Emerson's Rosemount division as a marketing manager in 1976 and continued assuming more prominent roles in the organization until 1997 when he was named President of Emerson's Fisher-Rosemount division (now Emerson Process Management). Prior to joining Emerson, Mr. Berra was an instrument and electrical engineer with Monsanto Company.

Other Public Board Memberships
National Instruments Corporation

Other Relevant Experience
A past Advisory Director to the Board of Directors of Emerson Electric Company (until October 2010)

Director since
July 2003

Committees:
•  Compensation
•  Finance

Robert J. Eck , , , Director

Mr. Eck, 58, serves as President and Chief Executive Officer of Anixter International, Inc. (Anixter), a global distributor of network and security solutions, electrical and electronic solutions, and utility power solutions with $7.5 billion in annual revenue. He also serves as President and Chief Executive Officer of Anixter Inc., a subsidiary of Anixter. Mr. Eck has held both positions since 2008. From 2007 to 2008, Mr. Eck served as Executive Vice President and Chief Operating Officer of Anixter. Prior to that position, Mr. Eck served as Executive Vice President of Enterprise Cabling and Security Solutions for Anixter from 2004 to 2007. In 2003, he served as Senior Vice President – Physical Security Products and Integrated Supply of Anixter Inc. Mr. Eck joined Anixter in 1989 and held roles of increasing responsibility in strategy, supply chain management, sales and marketing, and human resources.

Other Public Board Memberships
Anixter International, Inc.

Director since:
May 2011

Committees:
•  Compensation
•  Finance

Robert A. Hagemann , , , Director

Mr. Hagemann, 60, served as Senior Vice President and Chief Financial Officer of Quest Diagnostics Incorporated until he retired in 2013. Mr. Hagemann joined Quest’s predecessor, Corning Life Sciences, Inc., in 1992, and held roles of increasing responsibility until he was named Chief Financial Officer of Quest in 1998. Prior to joining Corning, Mr. Hagemann held senior financial positions at Prime Hospitality, Inc. and Crompton & Knowles, Inc. He also held various positions in corporate accounting and audit at Merrill Lynch and Company and Ernst & Young.

Other Public Board Memberships
•  Graphic Packaging Holding Company
•  Zimmer Biomet Holdings, Inc.

Director since:
August 2014

Committees:
•  Audit (Chair)
•  Finance

L. Patrick Hassey , , , Director

Mr. Hassey, 71, served as Chairman and Chief Executive Officer of Allegheny Technologies Incorporated (ATI), a global leader in the production of specialty materials until he retired in May 2011. Mr. Hassey also served as President of ATI until August 2010. He became Chairman in 2004 and President and Chief Executive Officer in 2003. Prior to October 2003, Mr. Hassey served as an outside management consultant to ATI executive management. Mr. Hassey no longer serves as a consultant for ATI. Before joining ATI, Mr. Hassey served as Executive Vice President and a member of the corporate executive committee of Alcoa, Inc. from May 2000 until his early retirement in February 2003. He served as Executive Vice President of Alcoa and Group President of Alcoa Industrial Components from May 2000. Mr. Hassey served as Executive Vice President of Alcoa and President of Alcoa Europe, Inc.

Other Public Board Memberships
•  Kaiser Aluminum Corporation
•  A past director of Alpha Natural Resources, Inc. (until August 2016)


Director since:
December 2005

Committees:
•  Compensation
•  Corporate Governance and Nominating

Michael F. Hilton , , , Director

Mr. Hilton, 62, serves as President and Chief Executive Officer of Nordson Corporation, a position he has held since he joined Nordson in 2010. Nordson engineers, manufactures and markets products and systems used for dispensing adhesives, coatings, sealants, biomaterials and other materials in a wide variety of end markets. Prior to joining Nordson, Mr. Hilton served as Senior Vice President and General Manager of Air Products & Chemicals, Inc. from 2007 until 2010 with specific responsibility for leading the company's global Electronics and Performance Materials segment. Mr. Hilton joined Air Products in 1976, where he held roles of increasing responsibility in a variety of staff, management and operations positions. Air Products serves customers in industrial, energy, technology and healthcare markets worldwide with a unique portfolio of atmospheric gases, process and specialty gases, performance materials, equipment and services.

Other Public Board Memberships
•  Nordson Corporation
•  Lincoln Electric

Director since:
July 2012

Committees:
•  Compensation
•  Corporate Governance and Nominating

Tamara L. Lundgren , , , Director

Ms. Lundgren, 59, serves as President and Chief Executive Officer of Schnitzer Steel Industries, Inc., a position she has held since 2008. Schnitzer Steel is one of the largest manufacturers and exporters of recycled ferrous metal products in the United States with $1.5 billion in annual revenue and more than 100 operating facilities in the U.S., Puerto Rico and Canada. Ms. Lundgren joined Schnitzer Steel in 2005 as Chief Strategy Officer and subsequently served as Executive Vice President and Chief Operating Officer from 2006 until 2008. Prior to joining Schnitzer Steel, Ms. Lundgren was a managing director at JP Morgan Chase in London and managing director at Deutsche Bank AG in New York and London. Before joining Deutsche Bank, Ms. Lundgren was a partner at the law firm of Hogan & Hartson, LLP in Washington, D.C.

Other Public Board Memberships
Schnitzer Steel Industries, Inc.

Other Relevant Experience
•  Board Chair of the Federal Reserve Bank of San Francisco, Portland Branch
•  Compensation Committee Chair and Executive Committee member of the U.S. Chamber of Commerce

Director since:
October 2012

Committees:
•  Audit
•  Corporate Governance and Nominating

Luis P. Nieto , , Jr , , Director

Mr. Nieto, 61, served as President of the Consumer Foods Group for ConAgra Foods Inc. from 2007 until he retired in 2009. Mr. Nieto joined ConAgra in 2005 and held various leadership positions, including President of the Meats Group and Refrigerated Foods Group. ConAgra is one of the largest packaged foods companies in North America. Prior to joining ConAgra, Mr. Nieto was President and Chief Executive Officer of the Federated Group, a leading private label supplier to the retail grocery and foodservice industries, from 2002 to 2005. From 2000 to 2002, he served as President of the National Refrigerated Products Group of Dean Foods Company. Prior to joining Dean Foods, Mr. Nieto held positions in brand management and strategic planning with Mission Foods, Kraft Foods and the Quaker Oats Company. Mr. Nieto is the President of Nieto Advisory LLC, a consulting firm and is affiliated with Akoya Capital Partners.

Other Public Board Memberships
AutoZone, Inc.

Director since:
February 2007

Committees:
•  Audit
•  Finance (Chair)

Robert E. Sanchez , , , Chair

Mr. Sanchez, 51, serves as Chair and Chief Executive Officer of Ryder System, Inc. Mr. Sanchez was appointed Chair of Ryder's Board in May 2013. He was appointed President and Chief Executive Officer in January 2013, at which time he was also elected to Ryder's Board. Mr. Sanchez joined Ryder in 1993 and has served in positions in increasing responsibility, including a broad range of leadership positions in several of Ryder's business segments. Mr. Sanchez served as President and Chief Operating Officer from February 2012 to December 2012. Prior to that position, he served as President of Global Fleet Management Solutions, Ryder's largest business segment, from September 2010 to February 2012. Mr. Sanchez also served as Executive Vice President and Chief Financial Officer from October 2007 to September 2010; as Executive Vice President of Operations, U.S. Fleet Management Solutions from October 2005 to October 2007; and as Senior Vice President and Chief Information Officer from January 2003 to October 2005. Mr. Sanchez has been a member of Ryder's Executive Leadership team since 2003.

Other Public Board Memberships
Texas Instruments Incorporated

Other Relevant Experience
Member of the Board of Directors of the Truck Renting and Leasing Association

Director since:
January 2013

Abbie J. Smith , , , Director

Ms. Smith, 63, serves as the Boris and Irene Stern Distinguished Service Professor of Accounting at the University of Chicago Booth School of Business. Ms. Smith joined their faculty in 1980 upon completion of her Ph.D. in Accounting at Cornell University. The primary focus of her research is corporate restructuring, transparency and corporate governance. She was nominated for a 2005 Smith Breeden Prize for her publication in The Journal of Finance and has received a Marvin Bower Fellowship from the Harvard Business School, a McKinsey Award for Excellence in Teaching and a GE Foundation Research Grant.

Other Public Board Memberships
•  HNI Corporation
•  DFA Investment Dimensions Group Inc.
•  Dimensional Investment Group Inc.

Other Relevant Experience
Trustee of certain Chicago-based UBS Funds

Director since:
July 2003

Committees:
•  Audit
•  Finance

E. Follin Smith , , , Director

Ms. Smith, 57, served as the Executive Vice President, Chief Financial Officer and Chief Administrative Officer of Constellation Energy Group, Inc., then the nation's largest competitive supplier of electricity to large commercial and industrial customers and the nation's largest wholesale power seller, until May 2007. Ms. Smith joined Constellation Energy Group as Senior Vice President, Chief Financial Officer in June 2001 and was appointed Chief Administrative Officer in December 2003. Before joining Constellation Energy Group, Ms. Smith was Senior Vice President and Chief Financial Officer of Armstrong Holdings, Inc., the global leader in hard-surface flooring and ceilings. Prior to joining Armstrong, Ms. Smith held various senior financial positions with General Motors, including Chief Financial Officer for General Motors’ Delphi Chassis Systems division.

Other Public Board Memberships
•  A past director of Discover Financial Services (until May 2014)
•  A past director of Kraft Foods Group (until July 2015)

Director since:
July 2005

Committees:
•  Compensation (Chair)
•  Corporate Governance and Nominating

Hansel E. Tookes, II , , , Lead Independent Director

Mr. Tookes, 69, served as President of Raytheon International until he retired from Raytheon Company in December 2002. Mr. Tookes joined Raytheon in September 1999 as President and Chief Operating Officer of Raytheon Aircraft Company. He was appointed Chief Executive Officer in January 2000, Chairman in August 2000 and became President of Raytheon International in May 2001. Prior to joining Raytheon in 1999, Mr. Tookes served as President of Pratt & Whitney's Large Military Engines Group since 1996. He joined Pratt & Whitney's parent company, United Technologies Corporation, in 1980. Mr. Tookes was a Lieutenant Commander and military pilot in the U.S. Navy and later served as a commercial pilot with United Airlines.

Other Public Board Memberships
•  Corning Incorporated
•  NextEra Energy, Inc. (formerly FPL Group, Inc.)
•  Harris Corporation

Director since:
September 2002

Committees:
•  Audit
•  Corporate Governance and Nominating (Chair)

Stock Quote: NYSE

Price 77.74

Change +0.21

Volume 59,093

% Change +0.27%

Intraday High 77.97

52 Week High 85.50

Intraday Low 77.42

52 Week Low 62.52

Today's Open 77.80

Previous Close 77.53

Nov 24, 2017 11:15 AM Pricing delayed 20 minutes