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Corporate Governance

Brady Code of Ethics and Corporate Governance Principles

Brady strives to conduct its business under the highest ethical standards. By putting our ethics and values first, we will continue to be a company people want to work for, do business with, and invest in. We are committed to upholding sound principles of corporate governance and remaining in compliance with the requirements of the Securities and Exchange Commission, the New York Stock Exchange and other applicable governmental rules and regulations.

The following documents are to help our investors understand our principles and commitment to ethical behavior.

Board Committees

Brady Corporation’s board committees are listed below. Links to the Audit, Corporate Governance and Management Development & Compensation Committee charters are below and provide additional insight into the purpose and responsibilities of the committees.

Brady Corporation's board committees include:

Board Committee Members

  Audit Committee Management Development & Compensation Committee Corporate Governance Committee Finance Committee Technology Committee
Patrick W. Allender
Financial Expert
MEMBER   MEMBER CHAIR
 
Dr. David S. Bem MEMBER MEMBER     MEMBER
Dr. Elizabeth P. Bruno     CHAIR MEMBER MEMBER
Joanne Collins Smee         MEMBER
Nancy L. Gioia   CHAIR     MEMBER
Dr. Frank W. Harris   MEMBER     MEMBER
Vineet Nargolwala       MEMBER  
Bradley C. Richardson
Financial Expert
CHAIR MEMBER MEMBER MEMBER
Dr. Michelle E. Williams   MEMBER     CHAIR

Board Members

 

Patrick W. Allender

Mr. Allender was elected to the Board of Directors in 2007. He serves as the Chair of the Finance Committee and as a member of the Audit and Corporate Governance Committees. He served as Executive Vice President and CFO of Danaher Corporation from 1998 to 2005 and Executive Vice President from 2005 to 2007. Additionally, he served as a public accountant at Arthur Andersen LLC from 1968 to 1985. He has served as a director of Colfax Corporation (NYSE: CFX) since 2008 and Diebold, Inc. (NYSE: DBD) from 2011 to 2020. Mr. Allender’s strong background in finance and accounting, as well as his past experience as the CFO of a public company, provides the Board with financial expertise and insight.

 

Dr. David S. Bem

Dr. Bem was elected to the Board of Directors in 2019. He serves as a member of the Audit, Management Development & Compensation and Technology Committees. Dr. Bem is Vice President, Science and Technology and Chief Technology Officer of PPG. Prior to PPG, he spent 8 years at Dow Chemical Company in a number of research and development roles, most recently as Vice President, Research and Development Consumer Solutions and Infrastructure Solutions, and also worked in research and development roles at Celanese Corporation and UOP/Honeywell International, Inc. Dr. Bem’s extensive experience in technology and research and development provides the Board with important expertise in new product development and innovation.

 

Dr. Elizabeth P. Bruno

Elizabeth P. Bruno, Ph.D - Dr. Bruno was elected to the Board of Directors in 2003. She serves as Chair of the Corporate Governance Committee and is a member of the Finance and Technology Committees. Dr. Bruno is the President of the Brady Education Foundation in Chapel Hill, North Carolina. She is the granddaughter of William H. Brady, Jr., the founder of Brady Corporation. As a result of her substantial ownership stake in the Company, as well as her family's history with the Company, she is well positioned to understand, articulate and advocate for the rights and interests of the Company's shareholders.

Joanne Collins Smee

Ms. Collins Smee was elected to the Board of Directors in 2022 and she serves as a member of the Technology Committee. Ms. Collins Smee is Chief Commercial, SMB and Channels Officer for Xerox Corporation and has been in this role since February 2020. She became global IT services leader in February 2021 and is also an executive vice president of Xerox Holdings Corporation. Ms. Collins Smee joined Xerox in September 2018 as Senior Vice President and Chief Commercial Officer. Before Xerox, she led Technology Transformation Services for the U.S. Federal Government and spent more than two decades at IBM in global executive roles spanning client sales and delivery of technical products and services. Ms. Collins Smee serves as the executive sponsor of the National Black Employees Association, an employee resource group at Xerox dedicated to the support, development and advancement of Black employees.

Nancy Lee Gioia

Ms. Gioia was elected to the Board of Directors in 2013. She serves as the Chair of the Management Development and Compensation Committee and is a member of the Technology Committee. She was the Director, Global Electrical Connectivity and User Experience for Ford Motor Company until her retirement in 2014, where she also held a variety of engineering and technology roles including, Director, Global Electrification; Director, Sustainable Mobility Technologies and Hybrid Vehicle Programs; Director, North America Current Vehicle Model Quality; Engineering Director, Visteon/Ford Due Diligence; Engineering Director, Small Front Wheel Drive/Rear Wheel Drive Car Platforms-North America; and Vehicle Programs Director, Lifestyle Vehicles. She has served as a director of Meggitt PLC (LSE: MGGT) since 2017 and as the Executive Director of Blue Current since 2019, and previously served as director of Exelon Corporation (NYSE: EXC). In 2021, Ms. Gioia was elected to the Board of Directors of Lucid Motors, Inc. (NASDAQ: LCID). Ms. Gioia's extensive experience in strategy, technology and engineering solutions, as well as her general business experience, provides the Board with important expertise in product development and operations.

 

Dr. Frank W. Harris

Dr. Harris was elected to the Board of Directors in 1991. He serves as a member of the Technology and Management Development and Compensation Committees. He served as a Distinguished Professor of Polymer Science and Biomedical Engineering and as Director of the Maurice Morton Institute of Polymer Sciences at The University of Akron from 1983 to 2008. He served as Professor of Chemistry at Wright State University from 1970 to 1983. He is the founder of several technology based companies including Akron Polymer Systems where he serves as President and CEO. Dr. Harris is the inventor of several commercialized products including an optical film that realized over one billion dollars in sales. His extensive experience in technology and engineering solutions provides the Board with important expertise in new product development.

Vineet Nargolwala

Mr. Nargolwala was elected to the Board of Directors in 2022 and he serves as a member of the Finance Committee. Mr. Nargolwala is Executive Vice President, Sensing Solutions for Sensata Technologies and has been in this role since March 2020. Mr. Nargolwala joined Sensata as Vice President, Sensors Americas in February 2013 and was later promoted to Senior Vice President, Performance Sensing, North America, Japan and Korea in April 2016. In February 2019, he was appointed Senior Vice President, General Manager, Global Safety & Mobility and in September 2019, he took on the role of Senior Vice President, Sensing Solutions. Prior to joining Sensata, he was with Honeywell International, Inc. for almost a decade in strategy and business leadership roles of progressive responsibility and most recently served as President and General Manager for Phoenix Controls. Prior to Honeywell, Mr. Nargolwala was with Nortel Networks in product management and engineering roles.

Bradley C. Richardson

Mr. Richardson was elected to the Board of Directors in 2007. He serves as the Chair of the Board of Directors, Chair of the Audit Committee and is a member of the Corporate Governance, Finance and Management Development and Compensation Committees. He was the Executive Vice President and CFO of Avient Corporation (formerly Polyone Corporation). He previously served as the Executive Vice President and CFO of Diebold, Inc. from 2010 to 2013, and Executive Vice President Corporate Strategy and CFO of Modine Manufacturing from 2003 to 2009. Prior to Modine, he spent 21 years with BP Amoco serving in various financial and operational roles with assignments in North America, South America, and Europe. Mr. Richardson has served on the boards of Modine Manufacturing and Tronox, Inc. He brings to the Company extensive knowledge and experience in the areas of operations, strategy, accounting, tax accounting, and finance, which are areas of critical importance to the Company as a global public company.

 

Russell Shaller

Mr. Shaller was appointed Brady’s President and CEO and to the Company’s Board of Directors in April, 2022 after serving seven years as president of Brady’s Identification Solutions business. Mr. Shaller places a strong emphasis on new product development, having helped to transform Brady’s new product pipeline. Prior to joining Brady, from 2008-2015, he served as President of Teledyne Microwave Solutions, with responsibility for advanced microwave products sold in the aerospace and communications industry. Before joining Teledyne, Mr. Shaller held a number of positions of increasing responsibility at W.L. Gore & Associates, including Division Leader, Electronic Products Division from 2003 to 2008 and General Manager of Gore Photonics from 2001 to 2003. Prior to joining W.L. Gore in 1993, Mr. Shaller worked in engineering and program management positions at Westinghouse Corporation. He holds a bachelor’s degree in electrical engineering from the University of Michigan, a master’s degree in electrical engineering from Johns Hopkins University and a master’s degree in business administration from the University of Delaware.

Dr. Michelle E. Williams

Dr. Williams was elected to the Board of Directors in 2019. She is Chairperson of the Technology Committee and a member of the Management Development and Compensation Committee. She served as Global Group President of Altuglas International, a subsidiary of Arkema S.A., through May 2021. Prior to joining Arkema in 2011, she spent 23 years with Rohm and Haas Company and Dow Chemical in manufacturing, commercial, strategy and general management positions. She was General Manager, Chemical Mechanical Polishing Technologies, and later, General Manager, Adhesives and Sealants. Dr. Williams’ experience in commercial, technology and business leadership roles provides the Board with important expertise in innovation, new product development and operations.

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