Our Board of Directors has determined that Dr. Zakheim is an independent director
and an audit committee financial expert as described in applicable SEC rules. Dr. Zakheim was nominated to the Board of Directors because of his substantial financial and accounting experience acquired in the course of acting as
Chief Financial Officer for the U.S. Department of Defense, his expertise and leadership skills in global defense, and his national security qualifications.
There are no family relationships among any of our directors, director nominees, or executive officers.
Information Relating to Corporate Governance and the Board of Directors
Our Board of Directors has determined, after considering all the relevant facts and circumstances, that Messrs. Alder, Franklin, Geveden,
Klatell, Mayer, and Mses. England and Lenard, and Dr. Zakheim are independent directors, as independence is defined by the listing standards of the NASDAQ Stock Market (referred to as NASDAQ) and by the SEC. Accordingly, a
majority of the members of our Board of Directors are independent. Mr. Edman is not considered to be an independent director as a result of his position as an executive officer of our Company.
Our bylaws authorize our Board of Directors to appoint its members to one or more committees, each consisting of one or more directors.
Our Board of Directors has established four standing committees: an audit committee, a compensation committee, a nominating and corporate governance committee, and a government security committee. Each of our committees, with the exception of the
government security committee (of which Mr. Edman is a member), is comprised entirely of independent directors, as independence is defined by the listing standards of NASDAQ and by the SEC. Our Board of Directors holds executive
sessions during all board meetings at which the independent directors meet without the presence or participation of management.
Our
Board of Directors has adopted charters for the audit, compensation, and nominating and corporate governance committees describing the authority and responsibilities delegated to the committee by the Board of Directors. Our Board of Directors has
also adopted corporate governance guidelines, a whistle blower policy, a code of business conduct for all employees and a supplemental code of ethics for our chief executive officer and senior financial officers. We post on our website, at
https://investors.ttm.com/corporate-governance/highlights, the charters of our audit, compensation, and nominating and corporate governance committees; our corporate governance guidelines; our whistle blower policy; our code of conduct for
all employees, our code of ethics for our chief executive officer and senior financial officers, and any amendments or waivers thereto. These documents are also available in print to any stockholder requesting a copy in writing from our corporate
secretary at 200 East Sandpointe, Suite 400, Santa Ana, California 92707.
Interested parties may communicate with our Board of
Directors or specific members of our Board of Directors, including the members of our various board committees, by submitting a letter addressed to the Board of Directors of TTM Technologies, Inc., c/o any specified individual director or directors,
at 200 East Sandpointe, Suite 400, Santa Ana, California 92707. We will forward any such letters to the indicated directors.
Environmental, Social &
Governance (ESG) Overview
It is our policy to operate worldwide in a safe, responsible manner that respects the
environment and protects the safety and health of our employees, our customers and the communities where we operate. We are committed to conducting our business operations in an ethical manner with honesty and integrity. Our Board of Directors
oversees our ESG compliance and initiatives through regular engagement with our management team. Our commitment goes beyond regulatory compliance and is an integral part of our corporate culture and our way of doing business. Below are some of our
key ESG initiatives.
Environmental. Printed circuit boards, semiconductors and other
types of electronics have more advanced technology than ever. However, with increasing complexity in product design comes a wider range of materials used to manufacture the products. Some of the materials and chemicals traditionally used to create
PCBs can cause harm to the environment and the people who handle them if proper safeguards and protocols are not employed. Fortunately, the electronics industry and TTM specifically, have taken several positive steps and made significant investment
to reduce the negative environmental impact of manufacturing PCBs.
TTM practices responsible environmental management to protect its
employees, customers, community, stockholders, and the environment. TTM monitors its environmental performance and provides the resources necessary to