INTEL CORP
For the period ended Mar 27, 2024. Filed Mar 28, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Mar 27, 2024 · Filed Mar 28, 2024
Contents
Other Board Commitments
| 3 | Assess Candidates’ Skills, Qualifications, and Commitments |
All identified or suggested candidates are vetted by the search firm against the Governance Committee’s criteria. For both new and incumbent nominees, the committee evaluates the skills, experiences, and insights that the candidate brings to the Board and whether the candidate has sufficient time to effectively serve on the Board. Among other factors, the committee considers:
the number of public company board, committee, and leadership positions the nominee has and the voting guidelines of our top institutional investors and proxy advisory firms, and
the location of the other entities on whose public company boards the nominee sits.
Our Corporate Governance Guidelines contain the following limits on the number of public company board commitments a director may have, including service on our Board and audit committee:
| Director Category | Board Service Limits |
|---|---|
| Directors who are a sitting CEO or an executive officer of a public company | 2 boards |
| Directors who are not a sitting CEO or an executive officer of a public company | 4 boards |
| All directors | 3 audit committees |
The Governance Committee reviews these guidelines periodically so that they remain appropriate and promote strong governance practices as intended.
All our nominees meet the public company board limitations established by the Board. For incumbent nominees, the Governance Committee also considers:
board and committee meetings attendance (seepage 33 for more information on director attendance expectations),
the time and attention the nominee devotes to fulfilling Board and committee duties,
the nominee’s preparedness at and between meetings, and
the extent and quality of the nominee’s engagement with management and the Board.
Feedback received during the annual Board evaluations also informs the Board composition process and whether the directors’ skill mix is appropriate. For a discussion of the annual Board evaluation process, see the next page.
Following the reviews outlined above, the Governance Committee and the Board affirmed that each director nominee has sufficient capacity to continue effectively serving on our Board and that their nomination is in stockholders’ best interests.
| 2024 PROXY STATEMENT | 23 |
|---|
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