Board of Directors

In 2015, our Board of Directors was led by Yum! Brands Executive Chairman, David Novak. Among the 15 directors currently on the Board, twelve are independent directors (based on New York Stock Exchange rules for director independence). The three non-independent directors were David Novak, Executive Chairman, Yum! Brands, Inc., Greg Creed, Chief Executive Officer, Yum! Brands, Inc. and Jing-Shyh (Sam) Su, Executive Advisor to the Chief Executive Officer of Yum! Restaurants China. To view detailed profiles of our directors, please visit our website at www.yum.com/company/bod.asp.

The Board of Directors has established four committees:

Only independent directors serve on the Audit, Management Planning and Development, and Nominating and Governance Committees in accordance with our Corporate Governance Principles. The Executive/Finance Committee includes Executive Chairman David Novak, along with independent directors Thomas C. Nelson, Thomas M. Ryan and Robert D. Walter. To view our Board Committee composition, please visit our website at www.yum.com/investors/governance/charters.asp.

The Board has instituted an annual self-evaluation process led by the Nominating and Governance Committee. This assessment focuses on the Board’s contribution to the Company and emphasizes those areas in which a better contribution could be made. In addition, our Audit, Management Planning and Development and Nominating and Governance Committees conduct similar self-evaluations on an annual basis.

Board Diversity

A diverse range of experiences and perspectives among our Directors supports the success of the Board in overseeing our complex, varied businesses. When recruiting new directors, we look for leaders from different backgrounds that combine a broad spectrum of experience and expertise with a reputation for integrity. For complete selection criteria and policies, please see our Corporate Governance Principles.

We’re proud of the diversity of our Board. As of this publishing date, two women (Mirian M. Graddick-Weir and Elane B. Stock) and two minorities (Ms. Graddick-Weir and Jing-Shyh (Sam) Su) serve on our Board of Directors. Ms. Graddick-Weir is the Executive Vice-President of Human Resources at Merck & Co., Inc. She served as a Director since 2012. Ms. Stock is Group President of Kimberly-Clark International. She served as a Director since January 2014. Mr. Su, a Taiwanese national and Chinese citizen, serves as Executive Advisor to the Chief Executive Officer of Yum! Restaurants China. He served as a Director since 2008.

As noted in our most recent proxy statement issued on April 8, 2016, Messrs. Novak, Su and Ferragamo will be retiring from the Board following our Annual Meeting of Shareholders to be held on May 20, 2016.