Supervisory Board

Overseeing and advising our Board of Management on general business issues and overall company direction

ASML’s Supervisory Board is composed of nine members. Gerard Kleisterlee has been the board’s chair since 2016. Members of the Supervisory Board are appointed for a term of up to four years and may be reappointed twice.


Our Supervisory Board members are experienced business and technology professionals from around the world.


In addition to overseeing business activities, they keep a keen eye on risk management, company culture, corporate social responsibility and the company’s relationship with shareholders, and safeguard our integrity in reporting and compliance.


The Supervisory Board meets at least four times per year.

Gerard Kleisterlee

Gerard Kleisterlee

Chair of the Supervisory Board

Dutch national, 1946. Gerard has been a member of the Supervisory Board since 2015, and has been chair since 2016 (second term expires in 2023).


Chair of the Selection and Nomination Committee
Member of the Technology Committee

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Gerard was the President and CEO of the Board of Management of Royal Philips NV from 2001 until 2011 after having served in various positions with the company since 1974.


  • Non-executive board member at Ibex, Ltd (current)
  • Chair of the Board of Vodafone Group PLC (2011-2020)
  • Non-Executive Director of Royal Dutch Shell PLC (2010-2020)
  • President and CEO of the Board of Management of Royal Philips NV (2001–2011)
  • Various positions at Philips (1974–2001)
Annet Aris

Annet Aris

Vice Chair of the Supervisory Board 

Dutch national, 1958. Annet has been a member of the Supervisory Board since 2015 and has been its vice chair since 2021 (third term expires in 2024).


Member of the Selection and Nomination Committee
Member of the Technology Committee
Member of the Remuneration Committee

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As well as sitting on several supervisory boards, Annet is a Senior Affiliate Professor of Strategy at INSEAD business school in France, a position she has held since 2003.

 

  • Senior Affiliate Professor of Strategy at INSEAD business school in Fontainebleau, France (current)
  • Supervisory Board member of Jungheinrich AG (current)
  • Supervisory Board member of Randstad Holding NV (current)
  • Supervisory Board member of the Cooperatieve Rabobank UA (current)
  • Partner at McKinsey & Company in Germany (1994–2003)
Birgit Conix

Birgit Conix

Belgian national, 1965. Birgit has been a member of the Supervisory Board since 2021 (first term expires in 2025).


Member of the Audit Committee

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Birgit has an extensive background in finance and is currently the CFO of Sonova Holding. She has held several CFO roles in the past as well as various management positions in finance at Johnson & Johnson, Heineken, Tenneco and Reed Elsevier.


  • CFO and member of the Board of Management of Sonova Holding AG (current)
  • CFO and Executive Board member of TUI AG (2018–2021)
  • CFO of Telenet Group NV (2013–2018)
Mark Durcan

Mark Durcan

American national, 1961. Mark has been a member of the Supervisory Board since 2020 (first term expires in 2024).


Chair of the Technology Committee
Member of the Selection and Nomination Committee

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Mark has worked in the semiconductor industry for close to four decades. From 2012 until 2017, Mark was CEO of Micron Technology Inc., having joined the company in 1984.


  • Director at Natural Intelligence Systems CA (private AI startup company, current)
  • Non-executive director at AMD (Advanced Micro Devices, Inc.) and Veoneer, Inc. (current)
  • Board Member at AmerisourceBergen Corporation (current)
  • Member of the Board of Trustees of Rice University in Texas (current)
  • Director at St. Luke’s Health System in Idaho (current)
  • CEO of Micron Technology, Inc. (2012–2017)
  • Various management positions at Micron (1984–2012)
  • Director at Freescale Semiconductor and MWI Veterinary Supply, Inc.
Warren East

Warren East

British national, 1961. Warren has been a member of the Supervisory Board since 2020 (first term expires in 2024).


Member of the Audit Committee

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Warren is currently CEO of Rolls Royce-Group PLC.

 

  • CEO of Rolls-Royce Group PLC (2015-current)
  • Various management positions at ARM Holdings PLC
  • CEO of ARM Holdings PLC (2001–2003)
  • Various positions at Texas Instruments, Ltd (1985–1994)
Alexander Everke

Alexander Everke

German national, 1963. Alexander has been a member of the Supervisory Board since 2022 (first term expires in 2026).


Member of the Remuneration Committee

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Alexander is CEO of ams-OSRAM AG, a position he has held since 2016. Previously Alexander held positions at Siemens, Infineon and NXP Semiconductors.


  • CEO of ams-Osram AG (current)
  • Various leadership roles at NXP Semiconductors (2006–2015)
  • Various management positions at Infineon (1996–2006)
  • Marketing Manager and Director at Siemens (1991–1996)
Terri Kelly

Terri Kelly

American national, 1961. Terri has been a member of the Supervisory Board since 2018 (second term expires in 2026).


Chair of the Remuneration Committee
Member of the Selection and Nomination Committee

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Terri is a trustee and member of several boards. Previously, Terri was President and CEO at W.L. Gore & Associates, having worked at Gore since 1983 in various management roles.

 

  • Member of the Board of Directors of United Rentals, Inc (current)
  • Vice Chair of the University of Delaware (current)
  • Trustee of the Nemours Foundation (current)
  • Trustee of the Unidel Foundation (current)
  • President and CEO of W.L. Gore & Associates (2005–2018)
  • Member of the Board of Directors at Gore (until July 2018)
  • Various management roles at Gore (1983–2005)
Rolf-Dieter Schwalb

Rolf-Dieter Schwalb

German national, 1952. Rolf-Dieter has been a member of the Supervisory Board since 2015 (second term expires in 2023).


Chair of the Audit Committee
Member of the Remuneration Committee

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Rolf-Dieter is a former CFO of the board of management of Royal DSM NV. He also held a variety of positions in finance, IT and internal audit, including at Beiersdorf AG, Royal DSM NV and Procter & Gamble Co.

 

  • CFO and Member of the Board of Management of Royal DSM NV (2006–2014)
  • CFO and Member of the Executive Board of Beiersdorf AG (2000–2006)
  • Various management positions in finance, IT and internal audit at Beiersdorf AG and Procter & Gamble Co.
An Steegen

An Steegen

Belgian national, 1971. An has been a member of the Supervisory Board since 2022 (first term expires in 2026).


Member of the Technology Committee

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An has been co-CEO and member of the Board of Directors of Barco NV since 2021.


  • Co-CEO of Barco NV (current)
  • CTO and EVP Electronic and Electro-Optical materials at Umicore (2018–2021)
  • EVP Semiconductor Technology & Systems at imec (2010–2018)
  • R&D Director at IBM Semiconductors (2000–2010)

Supervisory Board committees

The Supervisory Board currently has four standing committees. The Supervisory Board has assigned some of its tasks and responsibilities to its committees, but the Supervisory Board remains responsible for all decisions, including those made by Supervisory Board committees. See the Rules of Procedure for full details on the Supervisory Board and the committees.

Audit Committee

Assisting in overseeing the integrity and quality of our financial reporting and the effectiveness of risk management and controls.

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Members

Rolf-Dieter Schwalb (Chair)
Birgit Conix
Warren East


The members of the Audit Committee are all independent, non-executive members of the Supervisory Board. The Audit Committee reviews ASML's financial reports, internal controls procedures, internal audit disclosures and compliance on a regular basis. The committee meets at least four times per year and always meets before the publication of financial results.


For full details of the responsibilities of the Audit Committee see Annex D of the Supervisory Board's Rules of Procedure.

Remuneration Committee

Overseeing the development and implementation of remuneration policies.

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Members

Terri Kelly (Chair)
Annet Aris
Alexander Everke
Rolf-Dieter Schwalb


The Remuneration Committee is responsible for preparing the Remuneration Policy for the ASML Board of Management, overseeing the development and implementation of compensation and benefit programs for members of the Board of Management, and determining the remuneration packages for individual Board of Management members. The Remuneration Committee meets at least twice per year and more often when necessary.


For full details of the responsibilities of the Remuneration Committee see Annex E of the Supervisory Board's Rules of Procedure.

Selection and Nomination Committee

Assisting with the preparation of the selection criteria and appointment procedures for the Supervisory Board and Board of Management.

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Members

Gerard Kleisterlee (Chair)
Annet Aris
Mark Durcan
Terri Kelly


The Selection and Nomination Committee assists the Supervisory Board in relation to its responsibilities over the composition and functioning of the Supervisory Board and the Board of Management. The Selection and Nomination Committee meets at least twice per year and more often if necessary.


For full details of the responsibilities of the Selection and Nomination Committee see Annex F of the Supervisory Board's Rules of Procedure.

Technology Committee

Providing advice with respect to our technology plans required to execute the business strategy.

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Members

Mark Durcan (Chair)
Annet Aris
Gerard Kleisterlee
An Steegen


The Technology Committee is responsible for assessing risk and investigating potential strategies, and they also look into technical resources and technology and product roadmaps. They then use their assessments to advise the rest of the Supervisory Board in these areas. The Technology Committee meets at least twice per year and more often if necessary.


For full details of the responsibilities of the Technology Committee see Annex G of the Supervisory Board's Rules of Procedure.

Additional information

Find out more about how the Supervisory Board is appointed, operates and makes decisions.


All current members of the Supervisory Board are considered fully independent as defined by the Dutch Corporate Governance Code.

Remuneration

At the AGM, ASML shareholders determine the remuneration of the members of the Supervisory Board based on the Supervisory Board’s proposal and according to the Remuneration Policy adopted at the AGM on April 29, 2021. For more details, see the Supervisory Board Remuneration Policy and the Remuneration Report below.