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Materion Corp (MTRN.N)

MTRN.N on New York Stock Exchange

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Summary

Name Age Since Current Position

Vinod Khilnani

64 2017 Non-Executive Chairman of the Board

Jugal Vijayvargiya

48 2017 President, Chief Executive Officer, Director

Joseph Kelley

44 2015 Chief Financial Officer, Vice President - Finance

Ian Tribick

2017 Chief Technology and Marketing Officer

Gregory Chemnitz

59 2017 Vice President, General Counsel and Secretary

Stephen Shamrock

2017 Vice President, Corporate Controller and Investor Relations

Christopher Eberhardt

2017 Vice President - Tax, Treasury

Joseph Keithley

68 1997 Independent Director

William Lawrence

66 2016 Independent Director

N. Mohan Reddy

2000 Independent Director

Craig Shular

2008 Independent Director

Darlene Solomon

2011 Independent Director

Robert Toth

55 2013 Independent Director

Geoffrey Wild

60 2011 Independent Director

Biographies

Name Description

Vinod Khilnani

Mr. Vinod M. Khilnani re-designated as Non-Executive Chairman of the Board of Materion Corporation with effective December 30, 2017. He is retired Executive Chairman, CTS Corporation (electronic components and accessories). Mr. Khilnani became Executive Chairman of CTS Corporation in January 2013 and served in that capacity until May 2013. He had served as Chairman, President and Chief Executive Officer of CTS from 2007 until 2013. Prior to that time, he served as Senior Vice President and Chief Financial Officer since 2001. Mr. Khilnani was appointed to the Board of Gibraltar Industries in October 2014 and to the Board of ESCO Technologies, Inc. in August 2014 and has served on the Board of Directors of 1st Source Corporation since 2013. Mr. Khilnani is 64 years old and has been a director of Materion Corporation since 2009. As the former Executive Chairman and Chief Executive Officer and President of CTS (and its former Chief Financial Officer), Mr. Khilnani offers a wealth of management experience and business knowledge regarding operational, financial and corporate governance issues, as well as extensive international experience with global operations.

Jugal Vijayvargiya

Mr. Jugal K. Vijayvargiya is President, Chief Executive Officer, Director of the Company. He was named President, Chief Executive Officer and a member of the Board of Directors of Materion Corporation effective March 3, 2017. Prior to joining Materion, Mr. Vijayvargiya served as Senior Vice President of Delphi Automotive PLC (leading global supplier of technologies for the automotive and commercial vehicle markets) and President of Delphi Electronics & Safety (E&S) since February 2012, where he most recently led E&S operations in 16 countries, selling, designing and manufacturing leading-edge automated driving, controls and security, infotainment, driver interface, and software and services technologies. Mr. Vijayvargiya is 49 years old. Mr. Vijayvargiya’s broad and diverse experience at Delphi, a leading global technology company, will provide significant value to our Board of Directors.

Joseph Kelley

Mr. Joseph P. Kelley is Chief Financial Officer, Vice President - Finance of the Company. He was appointed Vice President, Finance and Chief Financial Officer effective January 2015. He had served as Vice President Finance since October 2013 and as Vice President, Finance for the Advanced Materials Group from December 2011 until October 2013. Prior to joining Materion, Mr. Kelley served as Vice President of Planning and Investor Relations at PolyOne Corporation (specialized polymer materials, services, and solutions) since 2009. Earlier, he had served in progressively responsible financial management positions in North America and Europe with Lincoln Electric Holdings, Inc.; CNH Global NV, Lante Corporation, and PricewaterhouseCoopers LLP.

Ian Tribick

Dr. Ian Tribick, Ph.D., is Chief Technology and Marketing Officer of the Company. Dr. Tribick, President of Materion Large Area Coatings, has been promoted to Chief Technology and Marketing Officer. He continues to report to Jugal Vijayvargiya, President and Chief Executive Officer. In this newly created position, Dr. Tribick will have worldwide responsibility for the Company's technology development and deployment and lead marketing strategy and implementation across Materion.

Gregory Chemnitz

Mr. Gregory R. Chemnitz is Vice President, General Counsel and Secretary of the Company. He was Vice President, General Counsel of the Company. Prior to that, he had served in various roles in the Law Department at Avery Dennison Corporation beginning in 1992, including most recently, as Assistant General Counsel, Americas, where he had responsibility for the legal affairs of Avery Dennison’s business units in North and South America.

Stephen Shamrock

Mr. Stephen F. Shamrock serves as Vice President, Corporate Controller and Investor Relations of the Company. He joined the Company in September 2014 as Vice President, Corporate Controller. Beyond his leadership of Materion's global financial accounting and control responsibilities, Mr. Shamrock now leads the investor relations efforts for Materion. Mr. Shamrock previously held progressively responsible roles over 10 years at The Goodyear Tire and Rubber Company, where he served as Finance Director, Western European Regional Controller, Director of Finance and Strategy, and Director of Global Cash Management. Prior to joining Goodyear, he spent 10 years in the audit practice with KPMG.

Christopher Eberhardt

Mr. Christopher E. Eberhardt serves as Vice President - Tax, Treasury of the Company. He joined the Company in March 2012 as Vice President, Tax. In addition to his ongoing responsibilities for Materion's global tax accounting and compliance requirements, Mr. Eberhardt has assumed leadership for the Company's treasury function which includes management of its capital structure, risk management, credit, collections and cash management. Prior to joining Materion, Mr. Eberhardt served 20 years in leadership tax roles at Associated Materials LLC, Stoneridge Electronics and in the tax practice of Deloitte.

Joseph Keithley

Mr. Joseph P. Keithley is Independent Director of Materion Corporation. He was Non-executive Chairman of the Board, Nordson Corporation (industrial application equipment manufacturer). Mr. Keithley has served on the Board of Directors of Nordson Corporation since 2001 and Chairman of that board since 2010. Mr. Keithley had also served as Chairman of the Board of Keithley Instruments, Inc. (electronic test and measurement products) since 1991 and was a member of that board from 1986 until December 2010, when Keithley Instruments was purchased by Danaher Corporation. Mr. Keithley had served as Chief Executive Officer of Keithley Instruments since 1993 and as its President since 1994, prior to the purchase by Danaher. Mr. Keithley has also served on the Board of Directors of Axcelis Technologies, Inc. since 2011. Mr. Keithley is 68 years old and has been a director of Materion Corporation since 1997. Mr. Keithley brings an extensive, broad-based business background from his role as Chairman of the Board of Nordson and leadership roles at Keithley Instruments to his role on our Board of Directors. Among other things, Mr. Keithley draws upon his extensive knowledge in the global semiconductor, fiber optics, telecommunications and electronics industries garnered while at Keithley Instruments.

William Lawrence

Mr. William B. Lawrence is Independent Director of Materion Corporation. He is former Non-executive Chairman of the Board, Ferro Corporation (performance coatings, performance colors and glass, pigments, powders, oxide polymers, additives and specialty plastics). Mr. Lawrence served as Acting Chairman of the Board of Ferro Corporation from November 2012 until April 2013 and as Chairman from April 2013 to April 2014. Mr. Lawrence also served as a member of Ferro's Board from 1999 until April 2015. Prior to the sale of TRW, Inc. to Northrop Grumman Corporation in 2002, Mr. Lawrence served as TRW's Executive Vice President, General Counsel and Secretary since 1997 and held various other executive positions at TRW since 1976. Mr. Lawrence is 72 years old and has been a director of Materion Corporation since 2003. Mr. Lawrence's background as the Executive Vice President, General Counsel and Secretary of TRW, Inc. and as a director at Ferro Corporation provides him with the knowledge and experience to address the complex legislative, governance and financial issues facing global companies today.

N. Mohan Reddy

Dr. N. Mohan Reddy, Ph.D., is Independent Director of Materion Corporation. He is a Professor of Management, Case Western Reserve University. Dr. Reddy was appointed B. Charles Ames, Professor of Management in February 2014. Prior to that, he had served as the Albert J. Weatherhead III Professor of Management from 2007 until 2012 and as the Dean of the Weatherhead School of Management, Case Western Reserve University from 2006 until 2012. Dr. Reddy had been Associate Professor of Marketing since 1991 and Keithley Professor of Technology Management from 1996 to 2006 at the Weatherhead School of Management, Case Western Reserve University. Dr. Reddy had served on the Board of Directors of Keithley Instruments, Inc. from 2001 until December 2010, when Keithley Instruments was purchased by Danaher Corporation. Dr. Reddy had also served on the Board of Directors of Lubrizol Corporation from February 2011 until October 2011, when Lubrizol was purchased by Berkshire Hathaway Inc. Dr. Reddy also serves as a consultant to firms in the electronics and semiconductor industries, primarily in the areas of product and market development. Dr. Reddy is 63 years old and has been a director of Materion Corporation since 2000. Dr. Reddy’s knowledge of industrial marketing, technology development and extensive global knowledge in the electronics and semiconductor industries provides valuable insight to our Board of Directors.

Craig Shular

Mr. Craig S. Shular is Independent Director of Materion Corporation. He is a former Executive Chairman of the Board, GrafTech International Ltd. (electrical industrial apparatus). Mr. Shular was elected Chairman of the Board of GrafTech in 2007 and served in that capacity until December 2014. He had been a director of GrafTech from January 2003 until May 2014. Mr. Shular served as Chief Executive Officer of GrafTech from 2003 and as President from 2002 until he retired from both positions in January 2014. From 2001 until 2002, he served as Executive Vice President of GrafTech’s largest business, Graphite Electrodes. Mr. Shular joined GrafTech as its Vice President and Chief Financial Officer in 1999 and assumed the additional duties of Executive Vice President, Electrode Sales and Marketing in 2000 until 2001. Mr. Shular is 64 years old and has been a director of Materion Corporation since 2008. As the former Chairman, Chief Executive Officer and President and former Chief Financial Officer of GrafTech, Mr. Shular brings a breadth of financial and operational management experience and provides our Board of Directors with a perspective of someone familiar with all facets of a global enterprise.

Darlene Solomon

Dr. Darlene J. S. Solomon, Ph.D., is Independent Director of Materion Corporation since July 27, 2011. She is Senior Vice President and Chief Technology Officer, Agilent Technologies, Inc. (life sciences, diagnostics and applied chemical markets). Dr. Solomon has served as Senior Vice President and Chief Technology Officer of Agilent Technologies since 2006. Prior to that time, she served as Vice President and Director of Agilent Laboratories, Agilent's centralized advanced research organization. Dr. Solomon joined Agilent in 1999 and served in a dual capacity as the director of the Life Sciences Technologies Laboratory and as the senior director, research and development/technology for Agilent’s Life Sciences and Chemical Analysis business. Dr. Solomon is 58 years old and has been a director of Materion Corporation since 2011. She is a member of the National Academy of Engineering and serves on multiple academic and government advisory boards focused on science, technology and innovation. With extensive knowledge and experience in materials measurement and leading innovation in a diversified global technology enterprise, Dr. Solomon brings to our Board of Directors valuable insight on research and development and other operational issues faced by companies focused on innovations in technology.

Robert Toth

Mr. Robert B. Toth is Independent Director of Materion Corporation. He is a Managing Director, CCMP Capital Advisors, LLC (global private equity firm). Mr. Toth was named Managing Director of CCMP Capital Advisors in January 2016. Mr. Toth served as President, Chief Executive Officer and Director from 2005 and, additionally, Chairman of the Board from 2011 of Polypore International, Inc. (high technology filtration products) until its acquisition by Asahi Kasei Corporation in 2015. Mr. Toth previously was Chief Executive Officer, President and Director of CP Kelco ApS. Prior to joining CP Kelco in 2001, he spent 19 years at Monsanto Company, and its spinoff company, Solutia Inc., in roles of increasing responsibility. Mr. Toth was elected to the Board of Directors of PQ Corporation (producer of specialty inorganic performance chemicals and catalysts) in September 2016. Mr. Toth is 56 years old and has been a director of Materion Corporation since 2013. With extensive experience in leading corporations in the manufacturing and specialty materials sector, including his knowledge and skills in senior management, finance and operations, Mr. Toth brings to our Board of Directors significant insight into the strategic and operational issues facing companies in the advanced materials industry.

Geoffrey Wild

Mr. Geoffrey Wild is Independent Director of Materion Corporation since July 27, 2011. He is Chief Executive Officer of Atotech (specialty plating chemicals, equipment and services company). Mr. Wild was appointed Chief Executive Officer of Atotech on March 13, 2017. Previously, Mr. Wild had served as Chief Executive Officer and a director of AZ Electronic Materials (specialty chemicals and materials) from 2010 until April 2015 which was acquired by Merck KgAa of Germany in May 2014. From 2008 to 2009, Mr. Wild was President and Chief Executive Officer of Cascade Microtech, Inc. (precision electrical measurement products and services). From 2002 to 2007, Mr. Wild served as Chief Executive Officer of Nikon Precision Inc. He was elected to the Board of Directors of Cabot Microelectronics (polishing slurries and pad supplier to the semiconductor industry) in September 2015 and served on the Board of Directors of Axcelis Technologies, Inc. from 2006 until 2011. Mr. Wild is 60 years old and has served as a director of Materion Corporation since 2011. Mr. Wild’s substantial knowledge and management experience in the global semiconductor industry, including the role of a supplier of equipment and materials to international customers, deepens our Board of Directors’ insight into the operational issues that global companies face. Additionally, Mr. Wild’s prior role as a chief executive officer has exposed him to international financial and accounting issues.

Basic Compensation