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BorgWarner Inc (BWA.N)

BWA.N on New York Stock Exchange

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16 Nov 2018
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Summary

Name Age Since Current Position

Alexis Michas

60 2013 Non-Executive Chairman of the Board

Frederic Lissalde

50 2018 President, Chief Executive Officer, Director

Ronald Hundzinski

59 2012 Chief Financial Officer, Executive Vice President

Joel Wiegert

44 2017 Vice President President and General Manager of BorgWarner Ithaca LLC

Tonit Calaway

50 2018 Executive Vice President, Chief Legal Officer and Secretary

Brady Ericson

46 2017 Executive Vice President-Chief Strategy Officer

Anthony Hensel

59 2016 Vice President, Controller, Principal Accounting Officer

Thomas McGillc

52 2012 Vice President, Treasurer

Stefan Demmerle

53 2012 Vice President; President and General Manager of BorgWarner TorqTransfer Systems Inc

Joseph Fadool

51 2017 Vice President, President and General Manager of BorgWarner Emissions Systems LLC and BorgWarner Thermal Systems Inc

Robin Kendrick

53 2018 Vice President- President and General Manager of BorgWarner Turbo Systems LLC

Roger Krone

61 2017 Director

Paul Mascarenas

56 2018 Director

Deborah McWhinney

63 2018 Director

Vicki Sato

69 2014 Director

Jan Carlson

58 2010 Independent Director

Dennis Cuneo

68 2009 Independent Director

Michael Hanley

62 2016 Independent Director

John McKernan

69 2009 Independent Director

Thomas Stallkamp

71 2006 Independent Director

Biographies

Name Description

Alexis Michas

Mr. Alexis P. Michas is Non-Executive Chairman of the Board of BorgWarner Inc. Mr. Michas is the founder and Managing Partner of Juniper Investment Company, LLC (“Juniper”). Juniper is also a Principal of Aetolian Investors, LLC a registered Commodity Pool Operator. He was the Managing Partner and a director of Stonington Partners, Inc., an investment management firm from 1994-2011. Mr. Michas received a Bachelor of Arts degree from Harvard College and a Master of Business Administration degree from Harvard Business School. Mr. Michas is the lead director of PerkinElmer, Inc., a director of Allied Motion Technologies, Inc. and a director of Theragenics Corporation, a privately held company. Mr. Michas also served as a director of AirTran Airways, Inc., until that company’s sale to Southwest Airlines, Inc. on May 2, 2011 and as the Non-Executive Chairman of the Board of Directors of Lincoln Educational Services Corporation until 2015.

Frederic Lissalde

Mr. Frederic B. Lissalde has been appointed President, Chief Executive Officer, Director of the BorgWarner Inc. effective August 1, 2018. He has held positions of increasingly significant responsibility during his 19 years with the Company. He has served in his current position since January 1, 2018. Previously, he was president and general manager of Turbo Systems, the Company’s largest business, from 2013 through 2017. Prior to that, he served as vice president and general manager of BorgWarner Transmissions Systems and vice president of global sales and marketing of BorgWarner Drivetrain Systems. He also served as managing director of several operations in Europe for BorgWarner Drivetrain Systems. Mr. Lissalde holds a Masters of Engineering degree from ENSAM – Ecole Nationale Superieure des Arts et Metiers – Paris and an MBA from HEC Paris.

Ronald Hundzinski

Mr. Ronald T. Hundzinski is no longer Chief Financial Officer, Executive Vice President of the BorgWarner Inc effective December 31, 2018. Mr. Hundzinski has been Executive Vice President and Chief Financial Officer since March 2012. He is responsible for investor relations, mergers and acquisitions, treasury, tax, internal audit, financial reporting, sustainability and information technology. He is also a member of the Corporate Strategy Board. During his career with BorgWarner, Mr. Hundzinski served as Vice President and Treasurer, Vice President and Corporate Controller, Vice President of Finance for Turbo Systems, Plant Controller for Transmission Systems, and Business Unit Analyst for TorqTransfer Systems. Prior to joining BorgWarner, Mr. Hundzinski held leadership positions in finance at Emerson Electric, GKN and Meridian Automotive. Mr. Hundzinski earned a bachelor’s degree in business administration from Western Michigan University, received an MBA from the University of Colorado and holds a CPA designation. He serves on the Board of Directors for Gentherm Incorporated, a global developer and marketer of innovative thermal management technologies for a broad range of heating, cooling and temperature control applications for the automotive, healthcare and industrial industries

Joel Wiegert

Mr. Joel Wiegert is Vice President, President and General Manager of BorgWarner Ithaca LLC (d/b/a BorgWarner Morse Systems) of the BorgWarner Inc., since January 2017. He was President and General Manager of BorgWarner Thermal Systems Inc. from September 2016 until December 2016. From July 2015 to August 2016, he was Vice President and General Manager, Americas, Aftermarket and Global Integration Leader for BorgWarner PDS (USA) Inc. From January 2012 to July 2015, he was Vice President and General Manager, Asia and Americas for BorgWarner Turbo Systems Inc.

Tonit Calaway

Ms. Tonit M. Calaway is Executive Vice President, Chief Legal Officer and Secretary of the BorgWarner Inc. She was Vice President of Human Resources of Harley-Davidson Inc. and President of The Harley-Davidson Foundation from February 2010 to July 2016. Before joining BorgWarner, Ms. Calaway held various positions during her 18-year career at Harley-Davidson in Milwaukee, Wisconsin. Most recently, she served as President of The Harley-Davidson Foundation and Vice President of Human Resources, where she guided company-wide leadership development, compensation and benefits, labor relations and diversity initiatives. A securities attorney by training, Ms. Calaway rose through the legal department, serving as Associate General Counsel-Motor Company Operations, Assistant General Counsel, Chief Compliance Counsel, and Assistant Secretary. Earlier in her career, Ms. Calaway worked for two Milwaukee-based law firms: Davis & Kuelthau, S.C., and Godfrey & Khan, S.C. Her professional affiliations include board appointments to Froedtert Health, Inc., Milwaukee Black Arts, and the Boys and Girls Clubs of Greater Milwaukee. She is a past president of the board of directors of Meta House, Inc. In 2013 and in 2016, Savoy magazine named Ms. Calaway to its list of Top Influential African-American Women in Corporate America, and the Milwaukee Business Journal named her a Woman of Influence in 2014. She spoke at the Clinton Global Initiative in 2015. Ms. Calaway is a graduate of the University of Wisconsin-Milwaukee and received her juris doctorate from the University of Chicago Law School. She is a member of the State Bar of Wisconsin (inactive).

Brady Ericson

Mr. Brady D. Ericson is Executive Vice President-Chief Strategy Officer of the BorgWarner Inc. since January 2017. He was Vice President of the Company and President and General Manager of BorgWarner Emissions Systems LLC from March 2014 until December 2016, during which time BorgWarner BERU Systems GmbH was combined with BorgWarner Emissions Systems Inc. He was Vice President of the Company and President and General Manager of BorgWarner BERU Systems GmbH and Emissions Systems Inc. from September 2011 until March 2014.

Anthony Hensel

Mr. Anthony D. Hensel is Vice President, Controller of the BorgWarner Inc, since December 1, 2016. From May 2009 through November 2016, he was Vice President of Internal Audit of the Company.

Thomas McGillc

Mr. Thomas J. McGillc has been appointed as Interim Chief Financial Officer, Vice President, Treasurer of the BorgWarner Inc effective January 1, 2019. He has been with the Company for more than 17 years. He was Vice President of Finance of BorgWarner Turbo Systems Inc., from April 2010 until May 2012.

Stefan Demmerle

Dr. Stefan Demmerle is Vice President of BorgWarner Inc. and President and General Manager of BorgWarner TorqTransfer Systems Inc, since September 2012 and President and General Manager of BorgWarner PDS (Indiana) Inc. (formerly known as Remy International, Inc.) since December 2015.

Joseph Fadool

Mr. Joseph F. Fadool is Vice President of the BorgWarner Inc. and President and General Manager of BorgWarner Emissions Systems LLC and BorgWarner Thermal Systems Inc., since January 2017. He was Vice President of the Company and President and General Manager of BorgWarner Ithaca LLC (d/b/a BorgWarner Morse Systems) from July 2015 until December 2016. From May 2012 to July 2015, he was the Vice President of the Company and President and General Manager of BorgWarner Morse TEC Inc.

Robin Kendrick

Mr. Robin Kendrick is Vice President- President and General Manager of BorgWarner Turbo Systems LLC of the BorgWarner Inc. since January 2018. He was Vice President of the Company and President and General Manager of BorgWarner Transmissions Systems LLC from September 2011 to December 2017.

Roger Krone

Mr. Roger A. Krone serves as Director of the BorgWarner Inc. Mr. Krone was appointed Chairman and Chief Executive Officer of Leidos Holdings, Inc. in July 2014. Prior to joining Leidos, he served as President of Network and Space Systems for The Boeing Company, where his organization provided integrated technologies to government and commercial customers. In 1992, he joined McDonnell Douglas Corporation serving as Director of Financial Planning, Vice President and Treasurer after a 14-year career at General Dynamics. Mr. Krone also previously served as Chairman of the Board of Directors of the United Launch Alliance, a 50-50 joint venture between Boeing and Lockheed Martin that helps carry weather, telecommunications and national security satellites to space.

Paul Mascarenas

Mr. Paul Anthony Mascarenas is Director of the Company. Paul Mascarenas is the former chief technical officer of Ford Motor Company. In that role, he led Ford’s worldwide research organization, overseeing the development and implementation of the company’s technology strategy and plans. He is currently a Venture Partner with Fontinalis Partners LLP and serves on the boards of the United States Steel Corporation, ON Semiconductor Corporation and Spartan Motors Inc.

Deborah McWhinney

Ms. Deborah Doyle McWhinney is Director of the Company. McWhinney is the former Division CEO, Global Enterprise Payments, Citigroup Inc., one of the largest financial services firms. In this role, McWhinney was responsible for developing and implementing new mobile and online services around the globe for some of the world's largest corporations and governments. Prior to joining Citigroup, McWhinney spent six years as president of Charles Schwab Corp.'s division that serves financial advisors and was a member of the Schwab Bank board of directors. McWhinney holds a Bachelor of Science in Communications from theUniversity of Montana, and also is a board member of IHS Markit Ltd., Fresenius Medical Care AG & Co., KGaA, Lloyds Banking Group plc and Fluor Corporation. She is also on the Board of Trustees for the California Institute for Technology and the Institute for Defense Analyses.

Vicki Sato

Dr. Vicki L. Sato, Ph.D., is Director of BorgWarner Inc. Dr. Sato is an accomplished executive and scientist with an extensive background advising and leading companies in life sciences innovation. Dr. Sato served as Professor of Management Practice at Harvard Business School from 2006 until her retirement in 2017. At Harvard, she was Founding Faculty Chair of the Blavatnik Fellowship in Life Science Entrepreneurship program. From 1992 to 2005, she was with Vertex Pharmaceuticals, initially as Chief Scientific Officer and Chair of the scientific advisory board, and subsequently as President from 2000 to 2005. Prior to joining Vertex, she was with Biogen, Inc., from 1984 to 1992, concluding her tenure there as Vice President of Research and as a member of the scientific advisory board. Dr. Sato continues to serve as a business advisor to enterprises in the biotechnology and pharmaceutical industries. She is currently a director of Bristol Myers Squibb Company and Syros Pharmaceuticals, Inc. as well as Non-Executive Chair of Denali Therapeutics, Inc., all publicly held companies. In addition to her public board service, she is Chairman to privately held Vir Biotechnology, Inc. She was recently appointed co-chair of the Advisory Council of LifeSci: NYC, a public service group that advises New York City on matters of life science competitiveness. She is the author of numerous professional publications and received her AB, AM, and Ph.D. degrees from Harvard University. Dr. Sato’s previous roles as chief scientific officer and vice president of research for multi-national companies, as well as her academic work on science-driven entrepreneurship allow her to offer guidance as we develop our technology initiatives and collaborative efforts. The expertise Dr. Sato has gained through her service on the boards of other public companies contributes broad understanding of corporate governance matters.

Jan Carlson

Mr. Jan Carlson is an Independent an Director of BorgWarner Inc. Mr. Carlson was appointed President and Chief Executive Officer and Director of Autoliv, Inc., in early 2007 and has been Chairman of its board since May 2014. He joined Autoliv in 1999 as President of Autoliv Electronics and held that position until April 2005, when he became Vice President of Engineering of Autoliv and a member of that company’s Executive Committee. Mr. Carlson currently serves on the board of directors for Telefonaktiebologet LM Ericsson (a Swedish public company), Teknikföretagen (the Association of Swedish Engineering Industries) and Svenskt Näringsliv (the Confederation of Swedish Enterprise). Mr. Carlson will not stand for re-election to the boards of Teknikföretagen or Svenskt Näringsliv in 2018. Mr. Carlson served on the board of Trelleborg AB from 2013 to 2017.

Dennis Cuneo

Mr. Dennis C. Cuneo is an Independent Director of BorgWarner Inc. Mr. Cuneo has been an attorney with Fisher & Phillips LLP since July 1, 2010, serving as Partner of the firm’s Washington DC office, after having been with Arent Fox LLP since November 2006. He also operates his own consulting firm, DC Strategic Advisors LLC, which provides strategic business advice to companies in the auto industry and other industries. He was Senior Vice President of Toyota North America, Inc. from 2000 to 2006; Corporate Secretary and Chief Environmental Officer of Toyota Motor North America Inc. from 2004 to 2006; and Senior Vice President of Toyota Motor Manufacturing North America from 2001 to 2006. Mr. Cuneo was formerly Board Chairman of the Federal Reserve Bank of Cleveland, Cincinnati branch and is on the boards of the Center for Automotive Research, and SSOE, a privately held engineering and construction management firm. Mr. Cuneo is also a director of AK Steel Holding Corporation. Mr. Cuneo brings experience in, and understanding of, the automotive industry and its trends. Mr. Cuneo is a former senior executive and officer at Toyota Motor North America, Inc. and Toyota Motor Manufacturing North America. Mr. Cuneo’s Toyota career spanned more than 22 years, during which he was responsible for legal affairs, administration, public relations, investor relations, environmental affairs, corporate advertising, government relations, philanthropy, planning, research and Toyota’s Latin America Research Group. Mr. Cuneo also provides a legal perspective on issues facing the board and the Company with respect to board oversight areas, corporate governance and regulatory matters.

Michael Hanley

Mr. Michael S. Hanley is an Independent Director of the BorgWarner Inc. Mr. Hanley retired as a Partner from Ernst & Young in 2014. He served as the firm’s Global Automotive Leader from 2003 to 2014 and was Senior Advisory Partner or Global Coordinating Partner for many automotive clients during his 24 years as a Partner. Mr. Hanley’s extensive knowledge of accounting and his financial expertise in the automotive industry make him well qualified to serve as a member of our Board of Directors and as a member of the Audit Committee of our board. Mr. Hanley provided assurance and industry advisory services to global audit clients for 37 years and was responsible for Ernst & Young’s automotive industry strategy and initiatives worldwide. He graduated from the University of Toledo and is a Certified Public Accountant (Retired). Mr. Hanley serves on the audit and compensation committees, and chairs the governance committee, of another public company, Shiloh Industries, Inc., of which he is a director.

John McKernan

Gov. John R. McKernan, Jr., is an Independent Director of BorgWarner Inc. Governor McKernan is Senior Advisor to the U.S. Chamber of Commerce. He served as President of its Foundation from October 2013 to February 2015. He served as Chairman of the Board of Education Management Corporation, a large provider of private post-secondary education in North America, from December 2008 to June 2012. He was Executive Chairman of Education Management Corporation from February 2007 to December 2008 and Chief Executive Officer from September 2003 until February 2007. He served on its Board of Directors from June 1999 to April 2015. Governor McKernan served as governor of the State of Maine from 1987 to 1995. He is also CEO of McKernan Enterprises, Inc. and a director of Houghton Mifflin Harcourt Company. Governor McKernan brings to BorgWarner’s board a blend of experience as a former governor of Maine, a former US Congressman, a former state legislator and former CEO of a public company. His knowledge of the legislative process combined with his demonstrated leadership capabilities and CEO’s perspective provide a valuable point of view to the Company’s board. Governor McKernan also has significant experience as a director. Governor McKernan’s practice of corporate, regulatory and administrative law enables him to provide a legal perspective on issues facing the board and the Company in those areas and with respect to corporate governance.

Thomas Stallkamp

Mr. Thomas T. Stallkamp is an Independent Director of BorgWarner Inc. Mr. Stallkamp is the founder and principal of Collaborative Management LLC, a private supply chain consulting firm. From 2004 to 2010, he was an Industrial Partner in Ripplewood Holdings LLC, a New York private equity group. From 2003 to 2004, he served as Chairman of MSX International, Inc., a global provider of technology-driven engineering, business and specialized staffing services, and from 2000 to 2003 he served as its Vice Chairman and Chief Executive Officer. From 1980 to 1999, Mr. Stallkamp held various positions with DaimlerChrysler Corporation and its predecessor Chrysler Corporation, the most recent of which were Vice Chairman and President. Mr. Stallkamp also serves as a director of Baxter International, Inc., a global diversified healthcare company and served as a trustee of EntrepreneurShares Series Trust until January 31, 2016. Mr. Stallkamp’s experience within and outside of the automotive industry, and his nearly 20-year tenure with DaimlerChrysler and Chrysler Corporation, important customers of BorgWarner, his international perspective and his financial acumen qualify him for membership on the Company’s board. His service on the boards of Visteon (an automotive parts supplier) from 2002 to 2005 and Asahi TEC Corporation (a manufacturer of automotive and other parts) from 2008 to 2010 has given him additional insight into the priorities of and challenges confronting automotive suppliers. Mr. Stallkamp’s perspective has been broadened by experience outside the auto industry and through his private equity financing experience.

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