The Most Intriguing Private Board Appointments of 2024
MAJOR LEAGUE BASEBALL (MLB) PLAYER
ALISON LEVIN PRESIDENT OF ADVERTISING AT NBCUNIVERSAL JAMES CAMERON WRITER, PRODUCER, DIRECTOR
GRAY FORMER PRESIDENT AT LG
Adebayo Ogunlesi Joins Board of BlackRock
Fortinet Appoints Janet Napolitano to Board of Directors
Tim Buckley joins Board of Boeing
DENISE
A Message from the CEO of BoardProspects
Welcome to the December 2024 Issue of Board Recruitment! BoardProspects’ flagship publication continues to provide you with essential insights on corporate governance and boardroom composition Our goal is to empower you with the knowledge and strategies to elevate your boardroom’s effectiveness
As we close out the year, we are excited to present our feature article, “The Most Intriguing Private Board Appointments of 2024” While public company board appointments often take center stage, this article shines a spotlight on the most notable appointments to private company boards These appointees include current and retired executives, industry leaders, and even an all-star professional athlete—individuals whose expertise and influence make their choices in board service noteworthy� The talent featured in this list underscores the caliber of private company boards that are attracting the best and brightest The question to consider is: What did these leaders see in these companies that inspired them to commit their time and expertise?
This issue also includes timely and informative contributions from our BoardRoom Resource Partners:
• “Oversight of Climate Disclosures” (Source: KPMG): Explore critical insights for boards navigating climate-related risks and disclosure requirements
• “Glass Lewis Publishes 2025 Policy Guidelines” (Source: Compensation Advisory Partners): Stay ahead of the latest governance and voting policy updates from Glass Lewis�
• “Director Roadmap for AI Implementation” (Source: Protiviti): Gain practical guidance on how boards can effectively oversee the implementation of AI strategies in their organizations
As always, we value your feedback as we continue to deliver content tailored to your governance needs Thank you for being an integral part of the BoardProspects community, and we look forward to serving you in the year ahead
Mark Rogers Founder and CEO, BoardProspects
Oversight of Climate Disclosures SEC stay shouldn’t
mean stop
Despite the sense of relief that some companies initially felt with the SEC’s stay of its climate disclosure rules1, the pause is unlikely to temper the forces demanding climate disclosures by other means. Whether the SEC rules are upheld, struck down in whole or part, amended, or abandoned, pressure from investors, stakeholders, and other regulators continues to drive the momentum toward detailed climate disclosure requirements.
Companies face a proliferation of new and complex climate disclosure mandates— including the SEC rules, state laws (with California leading the way), international laws and standards, or some combination of these�
As a result, companies will have to comply with multiple inconsistent laws and will need to determine how best to structure their compliance and disclosure programs� (See Pressure points on climate disclosures today�)
1. The SEC voluntarily stayed implementation of the final rules in April 2024 pending the completion of judicial review of the lawsuits challenging the rules, which were consolidated in the US Court of Appeals for the Eighth Circuit. The SEC will publish a document in the Federal Register at the conclusion of the stay addressing a new effective date for the final rules.
See Elizabeth Ising and Ronald Mueller, Eighth Circuit Establishes Briefing Schedule for SEC Climate Disclosure Rules Litigation, Gibson Dunn Securities Regulation and Corporate Governance Monitor, May 24, 2024.
Pressure points on climate disclosures today:
SEC staff: In its order staying its final climate rules, the SEC stated that the stay “does not stay any other Commission rules or guidance,” including the 2010 Commission Guidance Regarding Disclosure Related to Climate Change (the Guidance), which provides guidance to public companies regarding the SEC’s existing disclosure requirements as they apply to climate change matters� In recent years, SEC staff has issued comment letters based on the Guidance, often focusing on apparent discrepancies between a company’s sustainability reports and its periodic reports filed with the SEC Pending resolution of the litigation regarding the SEC’s final climate rules, companies can expect the SEC staff to continue to issue comment letters seeking more-detailed disclosures from companies regarding the impact of climate change on their business and operations�
Business partners: If the company is a business partner, supplier, or customer of a third party that is required or elects to report Scope 3 greenhouse gas (GHG) emissions data, then the company’s direct GHG emissions data must be included in the third party’s Scope 3 emissions disclosures� As a result, the company should be prepared to provide accurate and timely GHG emissions data to the third party�
Investors
and stakeholders: Given the increasing investor and stakeholder demands for information regarding the company’s climate-related risks, opportunities, and activities, companies are increasingly providing climaterelated information in sustainability or corporate social responsibility reports� Accordingly, companies should be aware of the potential and increasing risks associated with such public disclosures (e�g�, litigation risks, reputation risks, etc�), especially with the eventual shift from voluntary to regulatory disclosure� To address such risk exposures, management should be building robust disclosure controls and procedures around the company’s public climate disclosures—such that they are subject to the same rigor as financial disclosures
Given these near-term demands and growing consensus around common, comparable reporting standards—like the European Sustainability Reporting Standards or the sustainability reporting standards of the International Sustainability Standards Board (ISSB), which incorporate the Task Force on Climate-related Financial Disclosures’ (TCFD) standards and Greenhouse Gas Protocol— we highlight key areas of focus for boards and audit committees as the SEC stay and broader regulatory landscape unfolds
2. Governance & Accountability Institute, Inc., “G&A Institute’s New Research Shows Big Jump in Sustainability Reporting by MidCap U.S. Public Companies in 2022,” November 15, 2023.
Adequacy of controls and procedures to support current climate disclosures
Boards/audit committees should task management with reassessing the adequacy of the company’s internal controls and disclosure controls and procedures to support the company’s current climate disclosures, including disclosures contained in SEC filings, as well as voluntary climate disclosures in sustainability reports, on websites, or elsewhere outside of SEC filings�
Are the company’s voluntary climate disclosures subject to review at a level of rigor similar to the financial statements?
Management should also be evaluating its policies and procedures for making climate risk materiality determinations, including the identification of climate risks that should be escalated and discussed with management’s disclosure committee and legal team for final materiality determination, and documenting its materiality determinations� (See Considering Materiality, page 3�)
Lastly, does management have a clear process for ensuring that all climate disclosures are consistent and do not contain contradictory information— voluntary disclosures as well as disclosures in regulatory filings and elsewhere?
Management’s preparations for new climate reporting frameworks/ standards:
The uncertainty associated with the litigation challenging the SEC’s final climate rules—both the duration of the litigation as well as the outcome— obviously complicates management’s preparations� While the SEC has indicated that at the end of the stay it will provide a new implementation period, it has not confirmed the duration of that period Litigation involving the California climate laws poses similar uncertainty� However, the compliance timelines for the European Union (EU) and other international laws and standards are more settled
For additional information, also see California imposes climate disclosures
Despite this uncertainty, companies should be assessing the potential implications of the SEC rules as well as the California climate laws and international laws and standards on their business, determine which laws and standards apply and the level of interoperability, and prepare for compliance based on the company’s unique facts and circumstances� Preparation of the highly detailed disclosures, including SEC disclosures, is about more than disclosures—it will require reassessments of the company’s climate-related risk management and board oversight processes, and other governance processes that are the subject of the disclosures� In the coming months, a priority for boards/audit committees will be to monitor management’s preparations, particularly in the following areas:
3. Subodh Mishra, “A Global Baseline? How to Navigate Interoperability Across Sustainability Reporting Rules,” Harvard Law School Forum on Corporate Governance, March 28, 2024.
• Climate-related expertise and resources, both at the management level and on the board or available to the board: A key question for boards/audit committees is whether management has the necessary talent, resources, and expertise— internal and external—to gather, organize, calculate, assure, and report the necessary GHG emissions data, and to develop the necessary internal controls and disclosure controls and procedures to support the regulatory and voluntary climate disclosures For many companies, this will require a cross-functional management team (Climate Team) from legal, finance, sustainability, risk, operations, information technology, human resources, and internal audit� At larger public companies, this team may be led by an ESG controller� Identifying and recruiting climate and GHG emissions expertise for a Climate Team—which may be in short supply—and implementing new systems to automate the datagathering process will be essential�
A related question is whether the board has in place a governance structure and processes to provide effective oversight of management’s preparations� Is there a need for board/individual director education? Should the board engage outside consultants with climate and GHG emissions expertise? Clarify the role of the full board and its standing committees in the oversight of management’s preparations The full board, the audit committee, the nom/gov committee, and
other committees may each have oversight roles� For example, the audit committee would likely oversee the impact on financial statements, internal controls, compliance with the law, any required assurance, and the activities of management’s disclosure committee, and the nom/gov or perhaps a sustainability committee might have primary responsibility for oversight of climate, including oversight of the company’s approach to climate and the activities of management’s Climate Team�
• Management’s plans to meet compliance deadlines: While some larger public companies have taken steps to implement the standards/ frameworks of the TCFD and the Greenhouse Gas Protocol—upon which the SEC’s final rules and other standards are based—most other companies have not, and their climate disclosures are often included in risk factor disclosures or voluntary sustainability reports or websites, and not subjected to the same level of rigor as SEC disclosures� Companies should undertake a preliminary gap analysis to determine what additional disclosures are required by the SEC final rules and other applicable laws and standards/ frameworks� With the gap analysis in hand, management’s Climate Team, working with management’s disclosure committee, should develop a detailed action plan and timeline to comply with the compliance phasein requirements of the SEC’s rules and other applicable laws and standards/ frameworks
• Considering materiality: The SEC rules require a number of disclosures subject to a determination of materiality—including many of the 10-K qualitative disclosures, Scope 1 and Scope 2 GHG emissions disclosures, as well as the company’s transition plan, scenario analysis, and climate-related targets and goals The SEC definition of materiality remains unchanged—i�e�, information is material if there is a substantial likelihood that a reasonable investor would consider it important in deciding how to vote or in making an investment decision� Companies must take both qualitative and quantitative factors into account, including when determining whether Scope 1 and Scope 2 emissions are material� Management should update, as necessary, its policies and procedures for making final materiality determinations and educate members of the Climate Team as well as the board regarding these policies and procedures�
At the same time, in preparation for the new 10-K disclosures, management should conduct a detailed materiality assessment of the company’s material climaterelated risks and their actual or potential material impact� For companies subject to EU regulatory standards, particularly the Corporate Sustainability Reporting Directive (CSRD), the double materiality assessment will be a priority, as companies will be required to disclose not only how climate and sustainability issues affect
the company, but also how the company’s operations affect the environment and society more generally�
• Disclosure controls and procedures, and internal controls: Clarification of the role and responsibilities of management’s disclosure committee and the Climate Team for preparing for the SEC’s climate disclosures, as well as other new laws and disclosure frameworks/standards, is critical� The disclosure committee’s experience and its existing disclosure controls and procedures may be leveraged for gathering, verifying, and reporting GHG emissions data, and in the development and maintenance of additional internal controls and related disclosure controls and procedures� At the same time, management’s Climate Team may also have responsibilities for gathering, verifying, and reporting GHG emissions data The activities of the disclosure committee and Climate Team need to be closely coordinated�
Expect complexity and scrutiny
Preparations for the SEC’s climate rules, as well as the California laws, EU CSRD, and jurisdictional adoption of ISSB, will be a complex and expensive undertaking, involve difficult interpretational issues, and likely take months and perhaps years for some companies� Going forward, companies should closely monitor legal and regulatory developments and consider the disclosures of their peers and others in their industry� Disclosure will be an iterative process (apart from any phasein)
Finally, companies can expect the SEC staff to continue to issue comment letters to seek decision-useful, moredetailed disclosures from companies regarding the impact of climate change on their business and operations while the final SEC rules are being litigated� They can also expect demands from investors and other stakeholders for quality climate-related disclosures to continue to grow� A focus on climaterelated disclosures should be a priority for management teams and boards even before the compliance phase-in of the final rules�
About the KPMG Board Leadership Center
The KPMG Board Leadership Center (BLC) champions outstanding corporate governance to drive longterm value and enhance stakeholder confidence Through an array of insights, perspectives, and programs, the BLC—which includes the KPMG Audit Committee Institute and close
collaboration with other leading director organizations—promotes continuous education and improvement of public and private company governance� BLC engages with directors and business leaders on the critical issues driving board agendas—from strategy, risk, talent, and ESG to data governance, audit quality, proxy trends, and more�
Learn more: www�boardleadership�kpmg� us
Glass Lewis Publishes 2025 Policy Guidelines & 2024 Policy Survey Results
By Shaun Bisman and Alexander Barrionuevo
Glass Lewis has published its 2025 policy guidelines along with the results of its 2024 policy survey. The updated guidelines include new amendments and clarifications regarding executive compensation, board responsiveness, and board oversight of AI. The survey highlights key findings on investor and non-investor perspectives regarding potential future changes to Glass Lewis’ benchmark policy guidelines. This article discusses key executive compensation and governance updates while providing access to the 2024 policy survey results.
2025 Policy Guidelines
Executive Compensation – Related Updates
Approach to Executive Pay Program
Glass Lewis has provided clarifying statements regarding their approach to executive pay programs� In their updated guidelines, Glass Lewis emphasized their holistic approach to analyzing executive compensation programs (this is added disclosure not previously commented on in past years)� Updated statements include:
• Glass Lewis evaluates executive compensation programs on a caseby-case basis and does not utilize a predetermined scorecard approach when considering individual features such as allocation of the long-term incentive between performancebased awards and time-based awards;
• When assessing named executive officer compensation, they consider all relevant factors, including quantitative analyses, structural elements, the implementation of effective best practice policies, the quality of disclosures, and trajectoryrelated factors;
• Unfavorable factors in a pay program are assessed in relation to the rationale, overall structure, disclosure quality, the program’s ability to align executive pay with performance and the shareholder experience, as well as the trajectory of the program influenced by changes made by the compensation committee; and
• Glass Lewis asserts that, apart from egregious pay practices and decisions, no single factor would result in a negative sayon-pay voting recommendation� Instead, they conduct a thorough review of the company’s reasoning and the broader impact of such practices on other aspects of the compensation program, particularly its effectiveness in aligning executive pay with performance and the overall shareholder experience
Glass Lewis also added that if performance-based awards are reduced or removed from a company’s long-term incentive plan, such actions will generally be viewed negatively, except in extraordinary circumstances� This reduction in rigor and accountability prompts Glass Lewis to evaluate the impact of such changes on the program’s ability to align executive pay with performance
and the shareholder experience Programs that do not meet this standard may receive an unfavorable say-onpay recommendation� Furthermore, if such changes are not balanced by significant adjustments, such as to pay quantum or vesting periods— particularly in the absence of a clear and compelling rationale—they may also lead to an unfavorable say-on-pay recommendation
Change-In-Control Provisions
Glass Lewis has updated the discussion of change-in-control provisions Glass Lewis believes that companies granting committee discretion over the treatment of unvested awards should provide a clear rationale as to how those unvested awards are treated in the event of a change in control� In the 2024 policy guidelines, Glass Lewis did not have a policy on committee discretion over treatment of unvested equity awards�
Board Governance – Related Updates
Board Responsiveness to Shareholder Proposals
Glass Lewis revised their discussion of board responsiveness to shareholder proposals to include the provision that when a shareholder proposal receives significant support (more than 30% but less than the majority), Glass Lewis believes boards should commence an initial level of responsiveness with shareholders� This means boards should engage with shareholders on the matter,
offering transparent disclosures that address shareholder concerns and outreach efforts� Additionally, in the case of a controlled company or company with multi-class share structures with unequal voting rights, Glass Lewis will monitor the unaffiliated shareholders’ level of approval or disapproval when determining if board responsiveness is appropriate This is a new guideline that was not covered in prior Glass Lewis updates�
Board Oversight of AI
Glass Lewis has introduced a new guideline addressing its approach to AI-related risk oversight� The firm views AI as a potential source of significant risk for companies and believes boards should actively manage these risks to minimize material exposure�
Glass Lewis recommends companies that develop or use AI to adopt robust oversight measures, including:
• Establishing a strong internal framework with ethical considerations;
• Providing ongoing board education to address AI-related skill gaps; and
• Appointing directors with expertise in AI�
Glass Lewis expects all companies utilizing AI to disclose the board’s role in overseeing the technology and ensuring directors are fully informed� While the firm believes board-level oversight is essential, it allows companies flexibility in determining how to structure oversight and disclosures�
Although Glass Lewis typically avoids voting recommendations on AI oversight, it may act if poor oversight or mismanagement of AI leads to significant harm to shareholders In such cases, Glass Lewis will assess board governance, review the board’s response, and consider recommending votes against directors if oversight or management of AI issues is found lacking� This marks a new focus not addressed in previous updates�
Policy Survey 2024 – Results & Key Findings
The following is a list of executive compensation and pay benchmarking topics where Glass Lewis solicited perspectives from investors and noninvestors:
• Make-Whole Awards
• Time-Based vs Performance-Based Incentives
• Executive Perquisites
• Median Pay Disclosure
• Competitiveness as a Rationale for Pay Increases
• Views on Benchmarking
• Shareholder Consultation Regarding Pay
• Peer Groups
• Global Peers
Based on the results of the policy survey, Glass Lewis did not make changes to any of the topics listed above� For a comprehensive description of the policy survey results and key findings, please visit Glass Lewis’ 2024 Policy Survey
Time to Update Your Pay Plan?
As your company responds to these uncertain times, your pay plan should too. Take this diagnostic to see whether you should revise your executive and employee pay programs.
What is your company experiencing?
Shifting company economics (e.g., growth, downturn, turnaround situation)
Change in strategy
New executive leadership or governance
Change in shareholders or structure (e.g., combination or divestiture)
How is pay perceived?
Out-of-step or inflexible in today's environment
Misaligned with the goals, time horizon or risk to the firm
Unfair or inequitable
Below competitive or, conversely, a windfall to recipients
Either too high or low relative to performance, contribution, or e ort
Too complex or not valued by executives or employees
What external factors are you facing?
Shifting industry economics or increased volatility
Challenges in recruiting talent in “hot” geographies or critical skill sets
Pressure from external stakeholders
Reacting to changes in accounting, tax, and legal regulations
Are you seeing unintended behaviors?
Pay plans or measures are creating unintended behaviors / results
Discretionary payments are needed to produce more fair and equitable pay levels
Individual “one-o ” compensation negotiations occur frequently
Turnover is higher than normal or unexpected
Pay conversations take a significant amount of time to discuss and resolve
A Director’s Road Map for Effective AI Implementation
By Christine Livingston
Almost every organization around the world is trying to figure out what AI offers and how to deploy it to move the business forward. A road map can help directors engage more effectively in these strategic conversations.
We are entering a new frontier in which transformative artificial intelligence (AI) technologies are expected to significantly impact many sectors as well as society itself� Directors have a duty of care and duty of loyalty to engage in strategic discussions with management about aligning AI deployments with business strategy and proliferating regulatory requirements� The purpose of these conversations is to ensure responsible deployment, maximize return on investment (ROI), and reduce risk to an acceptable level� Our point of view is that an end-to-end
understanding of the AI implementation process provides a context for directors to participate confidently in these discussions by asking the appropriate questions at different phases along that process as the organization progresses with its AI initiatives� Given the importance of including responsible AI deployment on the boardroom agenda, this issue of Board Perspectives is intended to assist directors in their board service
Thousands of Protiviti conversations with clients and hundreds of workshops and solutioning sessions regarding the complexities in and future of the marketplace have identified common questions being asked by many companies, notably:
• What constitutes “AI,” and what does it mean for our business?
• How can we determine the best use cases for applying it?
• How can we have confidence in the solutions we identify and their outputs?
• How do we stay abreast of the rapidly changing environment, both from a legal and regulatory standpoint, and from developments in the technology itself?
Often, client discussions attempt to address three objectives:
1 Identify how to maximize the value contributed by AI�
2� Strike the appropriate balance between AI innovation and risk management through multidisciplinary, cross-functional teams�
3� Make informed capital deployment decisions on where to begin and how to move forward responsibly with AI�
LEADING ADOPTERS INVOLVING
MORE THAN 2,000 C-SUITE LEADERS
RESPONSIBLE FOR BRINGING AI TRANSFORMATION TO LIFE AT THEIR ORGANIZATIONS REPORT AN AVERAGE ROI OF 350%.
Early Returns Are Promising, but Much Remains to Be Done
These high-stakes discussions are important� They have profound consequences, as illustrated by the early returns:
• A global study of leading adopters involving more than 2,000 C-suite leaders responsible for bringing AI transformation to life at their organizations reports an average ROI of 350%, with 5% of the participants reporting an average of 800%�
• Another global study of 4,500 senior leaders found that 92% of workers believe AI is having a positive impact, with 26% referring to it as a “miracle�” The top productivity gains of AI include saving time (67%), speeding up work (61%), and reducing or eliminating repetitive work (45%)� Four in 10 workers (41%) report that “AI has completely changed how I work for the better�”
• The impact of generative AI (GenAI) is far-reaching� One global study conducted in collaboration with Oxford Economics noted that 62% of executives say this technology will disrupt how their organizations design customer and employee experiences� Still another global study of 10,000 desk workers found that 81% of employees using AI claim these tools increased their productivity and the quality of their work; furthermore, employees using AI were more engaged in their work
Perhaps one of the most misinterpreted aspects of GenAI is how early we are in adoption at scale� Although many organizations have experimented with the technology in at least one business function or are piloting it, research indicates just 11% of companies have adopted it at scale�
Meanwhile, two other research reports assert that only 3% of 150 large North American and European companies have scaled GenAI in an operationsrelated domain, with more than 250 service operations faring only slightly better� Thus, much remains to be done� And despite the oft-told risks, few want to be left behind�
Types of AI
As a context, there are three primary “types” of AI that could be viewed as AI capability stages:
• Artificial narrow intelligence (ANI) uses algorithms, rules, parameters and contexts to perform and automate specific tasks that replicate human capabilities Chatbots, recommendation engines, predictive analytics and facial recognition as part of security systems are examples� ANI systems — which include machine learning (ML), natural language processing and computer vision — enable product and service innovations, automation of routine tasks, improved safety, decision-making support, more
targeted maintenance, and faster responses to customer inquiries�
• Artificial general intelligence (AGI) is a more advanced form of AI� A field of theoretical research intended to create software that can perform intellectual tasks in a manner similar to human beings, AGI is intended to be capable of learning, reasoning and adapting to new situations�
• Artificial superintelligence (ASI) is a hypothetical capability that surpasses human intelligence with the potential to solve problems beyond the capabilities of humans� For instance, an ASI system could potentially design highly efficient energy systems or develop new medical treatments� The stuff of science fiction, ASI remains a topic of debate and speculation
At this time, the enterprise market is at the ANI stage, with some applications and models starting to come closer to AGI GenAI systems offer a creative force that makes possible shortcuts in accessing and organizing data and information in imaginative ways� A capability that may eventually fit into any of the above categories of AI as a subset, GenAI models offer limitless opportunities for revolutionizing processes or domains involving creation and innovation, thereby improving quality, increasing efficiencies and compressing elapsed time, as well as training, developing and supporting people�
opportunities for revolutionizing processes or domains involving creation and innovation, thereby improving quality, increasing efficiencies and compressing elapsed time, as well as training, developing and supporting people.
Approaching AI in a Structured, Responsible Manner
Approaching AI in a Structured, Responsible Manner
road map can facilitate focused discussions on AI opportunities and challenges�
As AI inspires conversations on reimagining how businesses operate, transforming business functions and increasing competitive advantage, it simultaneously creates new sources of risk related to data privacy, cybersecurity, ethical considerations and workforce challenges. Thus, the stakes are high for directors. Visibility into an end-to-end implementation road map can facilitate focused discussions on AI opportunities and challenges.
As AI inspires conversations on reimagining how businesses operate, transforming business functions and increasing competitive advantage, it simultaneously creates new sources of risk related to data privacy, cybersecurity, ethical considerations and workforce challenges� Thus, the stakes are high for directors� Visibility into an end-to-end implementation
The road map below illustrates questions leading companies are asking as they approach AI strategically in a responsible manner. The road map is constructed in four phases — envision, establish, execute and evolve — all enabled by responsible AI principles and a target operating model that addresses the delicate tension between risk and innovation.
Envision
• What are the best opportunities for Al, and how do I start?
• What tools/ technologies/platforms should I use?
• How do we balance opportunity and risk?
• What Al is already in place/in use?
• Do I have appropriate data, and is my environment ready?
• Is the use case technically feasible and the risk profile commensurate?
• Do I have the right buy-in, and are we ready for change?
• How do I best integrate into my existing technology stack?
• How do I prepare my data and technology environment for Al?
• How do I ensure that responsible Al principles are followed?
• How can I continuously test, tune and adapt my Al?
• How will I monitor and protect my Al solutions and outcomes?
• How do I accelerate Al innovation without compromising risk management?
8 “The Director’s Playbook for Generative AI,” Board Perspectives, Issue 167, by Christine Livingston, Protiviti, August 2023: www.protiviti.com/us-en/newsletter/ bp167-generative-ai
The road map below illustrates questions leading companies are asking as they approach AI strategically in a responsible manner� The road map is constructed in four phases — envision, establish, execute and evolve — all enabled by responsible AI principles and a target operating model that addresses the delicate tension between risk and innovation� Board Perspectives • 4 protiviti.com
Each phase of the road map is discussed further below:
Envision what AI can contribute to the business and explore the tools and technologies to consider given the opportunities, potential risks and available skill sets� Once the best opportunities for implementing AI are defined, Envision also entails prioritizing use cases, determining necessary AI technical components and outlining the target architecture needed to implement the selected use cases� The selection of the use cases deployed considers their potential benefits, challenges and unintended consequences�
Establish the environment, data, talent and approach needed to operationalize the selected AI applications� The datasets supporting each use case should be evaluated for reliability, relevancy, currency, accessibility and completeness Datasets must comply with privacy regulations, meet sensitive data-handling requirements and adhere to anti-discrimination laws to help ensure ethical and lawful use� Proven methodologies should be applied to accelerate ideation to functional prototype to demonstrate the feasibility and risk profile of AI use cases� Buyin and change readiness should be obtained by identifying the individuals most affected, building trust among key stakeholders and educating users on expected outcomes�
Execute the deployment of responsible AI solutions, leveraging a combination of buy, borrow and build technology acquisition strategies� Solutions should
be executed iteratively, their results evaluated, the underlying data and model algorithms improved and, once desired performance levels are attained, integrated into the business� Data protection laws and industry regulations should be considered so that appropriate ethical requirements and principles of fairness, transparency, accountability, auditability and security are addressed effectively
Evolve deployed AI solutions by scaling, securing and monitoring post-deployment as solutions are both developed internally and taken to market� In deploying high-risk AI capabilities at scale, testing is needed to identify flaws and vulnerabilities� When harmful or discriminatory outputs, unwanted system behaviors, misinformation or disinformation, or other dysfunctions are noted, the AI system should be rolled back while it is refined� Mechanisms should be in place for continuous monitoring and feedback collection from users and stakeholders� Model performance metrics and realtime alerts should be used to evaluate the use case performance and facilitate human oversight over time
IT IS OUR EXPERIENCE THAT COMPANIES THAT EXPERIMENTED WITH “EARLY” AI ARE WAY AHEAD OF THEIR “WAIT AND SEE” COMPETITORS IN TERMS OF MATURITY OF THINKING AND SKILL SETS TO EXECUTE. IN THIS INNOVATIVE ENVIRONMENT, LESSONS LEARNED ARE OFTEN PROPRIETARY AND, THEREFORE, UNSHARED.
Enable responsible AI by developing a target operating model and governance framework� Responsible AI principles are realized through AI governance, security and risk management, and preparations for and compliance with applicable laws, regulations and ethical guidelines� These necessary guardrails are not intended to slow the adoption and implementation of AI technologies, but rather to accelerate and optimize their responsible deployment throughout the enterprise� The availability of appropriate skill sets also greatly impacts an organization’s success in implementing AI solutions�
In summary, AI technologies offer transformative possibilities for many organizations across all sectors� It is a strategic imperative for companies to embrace their potential if they intend to remain relevant and competitive� That is why many companies are choosing to ride the inevitable wave of AI-enabled innovation before it crests� Furthermore, it is our experience that companies that experimented with “early” AI are way ahead of their “wait and see” competitors in terms of maturity of thinking and skill sets to execute� In this innovative environment, lessons learned are often proprietary and, therefore, unshared
A Board Imperative
The above road map offers a highlevel strategic perspective into the process for envisioning, establishing, executing, evolving and enabling AI and the nature of the questions to ask during each phase to ensure responsible
implementations� AI deployment is sparking a change in thinking regarding the redesign of workflows, routine tasks, analytical processes and data processing� Its inclusion on the boardroom agenda is crucial due to its potential in driving analytical insights and enhancing operational efficiency, decision support and customer service�
The board’s challenge is positioning itself to advise the CEO and management team� The above discussion offers a contextual framework for directors as high-impact use cases are identified, opportunities and risks are evaluated, appropriate policies are established, and performance is monitored over time� Interestingly, a review of S&P 500 companies discloses that only 13% have at least one director with AI-related expertise� Furthermore, only about 15% of these companies provide some disclosure in proxy statements about board oversight of AI� The prominence of AI in transforming business processes may spark increased investor interest regarding the board’s focus on the company’s AI deployments� Thus, increased enterprise investments and AI’s scaled use by employees merits the board’s attention�
To begin the dialogue, following are suggested starter questions directors can use to initiate a strategic discussion with management on responsible AI deployment:
• Do we have sufficient AI expertise in the boardroom? As a board, how can we become more knowledgeable about AI and its impact on our
business?
• Have we thought about where we should apply AI and what our strategy is in deploying it? If so, how have we prioritized AI technology investments in a manner that supports our competitive strategy?
• Do we fully understand the requirements of the regulatory frameworks that apply to the development and use of AI? To that end, are we giving appropriate recognition to security?
• Do we have confidence in how we are using AI, including the manner in which we are addressing and mitigating the risks unique to AI? For example, how are we ensuring that intellectual property and sensitive or proprietary data remain secure during the deployment of AI technologies?
• Are we monitoring the AI-related legal and regulatory developments in all jurisdictions in which we do business? Is the ethical framework we are using in deploying AI responsibly consistent with our brand image?
• Do we have the talent we need to unlock the value of AI? How are we upskilling or reskilling our workforce to ensure that we achieve our ROI expectations?
• Is there an advisory board (or its equivalent) that guides and promotes the adoption of AI in the business (i�e�, defines the why, where, how and when AI is deployed in the organization) and provides effective oversight of responsible deployment?
THE PROMINENCE OF AI IN TRANSFORMING BUSINESS PROCESSES
MAY SPARK INCREASED INVESTOR
INTEREST REGARDING THE BOARD’S FOCUS ON THE COMPANY’S AI
DEPLOYMENTS. THUS, INCREASED
ENTERPRISE INVESTMENTS AND AI’S SCALED USE BY EMPLOYEES MERITS THE BOARD’S ATTENTION.
How Protiviti Can Help
AI is changing the way we do business� Across all industries, from technology to healthcare, financial services and consumer products, organizations are adopting AI, intelligent automation and advanced analytics to improve processes, drive new business opportunities and increase competitive advantage�
We’ve helped boards and senior executives in each element of the framework discussed in this issue of Board Perspectives� This includes but is not limited to running board education sessions, leading facilitation and design thinking sessions to prioritize opportunities to use AI, reviewing and advising on AI governance and policies, and assisting with implementing datadriven solutions that improve customer experiences and increase operational efficiency, speed and reliability as well as managing third-party risk and compliance requirements�
The Most Intriguing Private Board Appointments of 2024
By the BoardProspects Team
At BoardProspects we track not only board appointments at publicly traded companies but also private companies� And while board appointments at public companies receive more attention as they are often larger and more well-known companies, there are many appointments to private company boards which are notable because of who is being appointed� Below is a list, compiled by the team at BoardProspects, of the most intriguing private company board appointments of 2024 As you will see, these board
MICHEL VOUNATSOS Former CEO of Biogen
KEVIN MCCARTHY Former Speaker of the U.S. House of Representatives
appointees are superstars – current and retired executives, industry titans, and even an all-star professional baseball player – all of whom could likely have their pick of numerous public and private board opportunities each year� So why did we pick these boards? Clearly these individuals saw something in these companies which was worthy of their valuable time and talent�
The listings below are in alphabeticalorder by Company Name�
Company: AIVITA Biomedical
Company Description: AIVITA Biomedical, Inc� utilizes its expertise in stem cell growth and directed, high-purity differentiation to enable safe, efficient and economical manufacturing systems which support its therapeutic pipeline� Employees: 29
Annual Revenue: $3�3 Million
Company: Anivive Lifesciences
Company Description: Anivive Lifesciences is a pet pharmaceutical company at the forefront of biotechnology, artificial intelligence, and veterinary medicine� Employees: 33
Annual Revenue: N/A
JUAN PUJADAS
Retired Vice Chairman at PricewaterhouseCoopers (PWC)
ALISON LEVIN
President of Advertising and Partnerships at NBCUniversal Media
MOOKIE BETTS
Major League Baseball (MLB) Player
DENISE GRAY Former President at LG
Company: Arturo
Company Description: Arturo is the property intelligence company that delivers portfolio-wide underwriting, risk, claims and catastrophe-driven event insights� Employees: 64
Annual Revenue: N/A
Company: Grocery TV
Company Description: Grocery TV is an in-store retail media network with over 21,000 displays in grocery stores across the U�S� and over 200 retail partners including Cub Foods, ShopRite, and Winn-Dixie�
Employees: 53
Annual Revenue: $11�5 Million
Company: GrowthLoop
Company Description: GrowthLoop provides the leading composable CDP for marketers to build audience segments, orchestrate cross-channel journeys, and assess campaign results through the data cloud Employees: 81
Annual Revenue: $15 Million
Company: Mitra Future Technologies
Company Description: Mitra Future Technologies, Inc� (“Mitra Chem”), a leading innovator in IRA-compliant production of lithium-ion battery materials
Employees: 68
Annual Revenue: N/A
KAREN WALKER
Former CMO at Cisco and Intel
BRUCE BROUSSARD CEO at Humana
JAMES CAMERON
Writer, Producer and Director
MARIE ROBINSON
Former Chief Supply Chain Officer at Sysco
Company: Nextiva
Company Description: Nextiva is a leading unified customer experience management platform which powers over a million users and billions of interactions annually�
Employees: 1,617
Annual Revenue: $250 Million
Company: One Call
Company Description: One Call is an ancillary services care coordination leader within the workers’ compensation industry�
Employees: 2,015
Annual Revenue: $106 Million
Company: Stability AI
Company Description: Stability AI is a global company working to transform visual media through artificial intelligence (AI)�
Employees: 200
Annual Revenue: $33 Million
Company: Voltera Power
Company Description: Voltera develops, owns, and operates strategically located, fit-for-purpose charging facilities to enable EV deployment and operation at scale�
Employees: 29
Annual Revenue: N/A
November 2024 Board Appointments & Departures
Publicly Traded Corporations
Consumer Discretionary
New Board Appointments
Asbury Automotive Grp (NYSE: ABG)
Appoints Shamla Naidoo to the Board of Directors� Ms� Naidoo is the former Head of Cloud Strategy & Innovation at Netskope�
Burlington Stores (NYSE: BURL)
Appoints Shira Goodman to the Board of Directors� Ms� Goodman is the former President and Chief Executive Officer at Staples�
Caleres (NYSE: CAL)
Appoints Kyle Gendreau and Molly Langenstein to the Board of Directors� Mr Gendreau is the Chief Executive Officer at Samsonite International SA and Ms Langenstein is the former Chief Executive Officer at Chico’s FAS
Carriage Services (NYSE: CSV)
Appoints Edmondo Robinson to the Board of Directors Mr Robinson is a Professor of Internal Medicine at University of South Florida
Chipotle Mexican Grill (NYSE: CMG)
Scott Boatwright promoted to CEO and he is appointed to the Board of Directors Mr Boatwright is the former Senior Vice President of Operations at Arby’s Restaurant Group�
Dana (NYSE: DAN)
Bruce McDonald promoted to CEO and continues on the Board of Directors� Mr� McDonald is the former at Adient, Johnson Controls�
Eastern Company (NASDAQ: EML)
Ryan Schroeder named Chief Executive Officer and he is appointed to the Board of Directors� Mr� Schroeder is the former Chief Executive Officer at Plaskolite�
Floor & Decor (NYSE: FND)
Appoints Nada Aried to the Board of Directors� Ms� Aried is the Chief Digital Technology Officer at Safelite Autoglass�
SHIRA GOODMAN
SCOTT BOATWRIGHT
Consumer Discretionary
New Board Appointments
GameStop (NYSE: GME)
Appoints Nathaniel Turner to the Board of Directors� Mr� Turner is the Chair of the Board and Chief Executive Officer at Collectors Holdings�
Gentherm (NASDAQ: THRM)
William Presley named CEO and he is appointed to the Board of Directors� Mr� Presley is the former Vice-Chair and Chief Operating Officer at Aptiv�
GigaCloud Technology (NASDAQ: GCT)
Appoints Marshall Bernes to the Board of Directors� Mr� Bernes is the Founder and former Chief Executive Officer at Noble House Home Furnishings LLC
Haverty Furniture Cos (NYSE: HVT)
Steven Burdette promoted to CEO and he is appointed to the Board of Directors
HealthEquity (NASDAQ: HQY)
Scott Cutler named CEO and he is appointed to the Board of Directors Mr Cutler is the former Chief Executive Officer at StockX
Kimberly-Clark (NYSE: KMB)
Appoints Joseph Romanelli to the Board of Directors Mr Romanelli is the President - Human Health International at Merck & Co
Kohls (NYSE: KSS)
Ashley Buchanan named CEO and she is appointed to the Board of Directors� Ms� Buchanan is the former Chief Executive Officer at Michaels�
Legacy Housing (NASDAQ: LEGH)
Appoints Skyler Howton to the Board of Directors Ms Howton is the Practice Leader Partner at Rogge Dunn Group�
Luminar Technologies (NASDAQ: LAZR)
Appoints Dominick Schiano to the Board of Directors� Mr� Schiano is the Founder at Evergreen Capital Partners�
Peloton Interactive (NASDAQ: PTON)
Names Peter Stern as the incoming Chief Executive Officer and he is appointed to the Board of Directors� Mr� Stern is the President, Integrated Services at Ford Motor Company�
Proficient Auto Logistics (NASDAQ: PAL)
Appoints Brenda Frank to the Board of Directors� Ms� Frank is the Group SVP Human Resources - Buying Office at Ross Stores, Inc�
PROG (NYSE: PRG)
Appoints Robert Julian and Daniela Mielke to the Board of Directors� Mr� Julian is the former Chief Financial Officer at TheRealReal and Ms Mielke is the Managing Partner at Commerce Technology Advisors
NATHANIEL TURNER
JOSEPH ROMANELLI
BRENDA FRANK
New Board Appointments
PVH (NYSE: PVH)
Appoints Jesper Andersen to the Board of Directors� Mr� Andersen is the Chief Financial Officer at LEGO Group�
Sherwin-Williams (NYSE: SHW)
Heidi Petz promoted to Chair of the Board and continues as CEO� Ms� Petz is the former Vice President, Marketing at Valspar�
Taylor Morrison Home (NYSE: TMHC)
Appoints Fletcher Previn to the Board of Directors� Mr� Previn is the Chief Information Officer at Cisco Systems�
Vera Bradley (NASDAQ: VRA)
Appoints Ian Bickley to the Board of Directors� Mr� Bickley is the former President - Global Business Development & Strategic Alliances at Tapestry
Xponential Fitness (NYSE: XPOF)
Appoints Bruce Haase to the Board of Directors� Mr� Haase is the former Chief Executive Officer at Extended Stay America
HEIDI PETZ
BRUCE HAASE
Consumer Discretionary
Resignations/Retirements
Avery Dennison (NYSE: AVY)
Ken Hicks resigns from the Board of Directors� Mr� Hicks is the Chief Executive Officer at PetSmart�
Bridger Aerospace (NASDAQ: BAER)
Matthew Sheehy resigns from the Board of Directors� Mr� Sheehy is the former Chief Executive Officer at Bridger Aerospace�
Dollar Tree (NASDAQ: DLTR)
Richard Dreiling departs as Chief Executive Officer and from the Board of Directors� Mr� Dreiling is the former Chief Executive Officer at Dollar General�
Int’l Seaways (NYSE: INSW)
Douglas Wheat resigns from the Board of Directors� Mr� Wheat is the Managing Partner at Wheat Investments
Landsea Homes (NASDAQ: LSEA)
Martin Tian resigns from the Board of Directors� Mr� Tian is the Founder at Landsea Green Properties Co , Ltd ,
Radius Recycling (NASDAQ: RDUS)
Michael Sutherlin resigns from the Board of Directors Mr Sutherlin is the former Chief Executive Officer at Joy Global
Stanley Black & Decker (NYSE: SWK)
Mojdeh Poul to leave the Board of Directors Ms Paul has been named Chief Executive Officer at Integra LifeSciences
Sleep Number (NASDAQ: SNBR)
Shelly Ibach to retire as Chair of the Board, CEO and from the Board of Directors Ms Ibach is the former SVP GMM Home at Macy’s and Marshall Field’s/Target Corporation�
RICHARD DREILING
MOJDEH POUL
New Board Appointments
Archer-Daniels-Midland (NYSE: ADM)
Appoints David McAtee to the Board of Directors� Mr� McAtee is the SEVP and General Counsel at AT&T�
CVS Health (NYSE: CVS)
Appoints Leslie Norwalk, Larry Robbins, Guy Sansone and Doug Shulman to the Board of Directors� Ms� Norwalk is the Strategic Counsel at Epstein, Becker & Green, P�C�, Mr� Robbins is the CEO at Glenview Capital, Mr� Sansone is the CEO at H2 Health and Mr Shulman is the Chair of the Board at OneMain Holdings
Monster Beverage (NASDAQ: MNST)
Appoints Bill Douglas to the Board of Directors Mr Douglas is the former EVP Supply Chain at Coca-Cola Enterprises
Westrock Coffee (NASDAQ: WEST)
Appoints Ken Parent to the Board of Directors Mr Parent is the former President at Pilot Flying J
Resignations/Retirements
RICHARD HALLE
Natural Grocers by Vitamin Cottage (NYSE: NGVC)
Richard Halle resigns from the Board of Directors� Mr� Halle is the incoming Chief Financial Officer at Natural Grocers by Vitamin Cottage�
Post Hldgs (NYSE: POST)
Robert Grote and Ellen Harshman retire from the Board of Directors� Mr� Grote is the former General Counsel for Washington Steel and MS� Harshman is the Dean Emerita, John Cook School of Business, Saint Louis University
DAVID MCATEE
KEN PARENT
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New Board Appointments
Marathon Petroleum (NYSE: MPC)
Appoints Jeffrey Campbell to the Board of Directors� Mr� Campbell is the former Chief Financial Officer at American Express
Valero Energy (NYSE: VLO)
Promotes Lane Riggs to Chair of the Board Mr Riggs is the Chief Executive Officer at Valero Energy
Resignations/Retirements
Par Pacific (NYSE: PARR)
Anthony Chase resigns from the Board of Directors� Mr� Chase is the Chief Executive Officer at ChaseSource�
LANE RIGGS
ANTHONY CHASE
New Board Appointments
AIG (NYSE: AIG)
Appoints Courtney Leimkuhler to the Board of Directors� Ms� Leimkuhler is the Co-Founder and Managing Partner at Springbank�
Armada Hoffler Properties (NYSE: AHH)
Shawn Tibbetts promoted to CEO and he is appointed to the Board of Directors� Mr� Tibbetts is the former President and Chief Operations Officer at The Port of Virginia�
BlackRock (NYSE: BLK)
Appoints Adebayo Ogunlesi to the Board of Directors� Mr� Ogunlesi is the Founder, Partner and CEO at Global Infrastructure Management�
Bowhead Specialty (NYSE: BOW)
Appoints Ava Schnidman to the Board of Directors� Ms� Schnidman is a President at Schnidman Partners
Cohen & Steers (NYSE: CNS)
Appoints Karen Wilson Thissen to the Board of Directors� Ms� Wilson Thissen is the General Counsel and Secretary at General Mills
CorVel (NASDAQ: CRVL)
Promotes Michael Combs to Chair of the Board Mr Combs is the CEO at CorVel
Enterprise Financial Srvs (NASDAQ: EFSC)
Appoints Michael Finn to the Board of Directors Mr Finn is the former Chief Risk Officer at Sterling Bancorp
Glacier Bancorp (NYSE: GBCI)
Appoints Beth Noymer Levine to the Board of Directors Ms Noymer Levine is the Founder at SmartMouth Communications
NewtekOne (NASDAQ: NEWT)
Appoints Craig Brunet to the Board of Directors Mr Brunet is the Chief Operating Officer at Advanced Cyber Security Corp�
Principal Financial Grp (NASDAQ: PFG)
Deanna Strable promoted to CEO and she is appointed to the Board of Directors�
RenaissanceRe (NYSE: RNR)
Appoints Loretta Mester to the Board of Directors� Ms� Mester is the former Chief Executive Officer at Federal Reserve Bank of Cleveland�
SiriusPoint Ltd (NYSE: SPNT)
Appoints Meng Tee Saw to the Board of Directors� Mr� Saw is the Managing Partner at EisnerAmper Singapore
COURTNEY LEIMKUHLER
ADEBAYO OGUNLESI
CRAIG BRUNET
New Board Appointments
State Street (NYSE: STT)
Appoints Patricia Halliday to the Board of Directors� Ms� Halliday is the former Chief Risk Officer at Santander UK�
Tejon Ranch (NYSE: TRC)
Appoints Denise Gammon, Ken Yee, Jeff McCall, and Eric Speron to the Board of Directors� Ms� Gammon is the President at Gammon RE Advisors, Mr� Yee is the former President at Ridgecrest Capital, Inc�, Mr� McCall is the COO at Quarterra Group and Mr Speron is the Managing Director at First Foundation Advisors
Valley National Bancorp (NASDAQ: VLY)
Appoints Nitzan Sandor to the Board of Directors Ms Sandor is the Chief Leadership Officer at Bank Leumi
Resignations/Retirements
Bancorp (NASDAQ: TBBK)
Daniela Mielke resigns from the Board of Directors� Ms� Mielke is the Managing Partner at Commerce Technology Advisor
Blackstone (NYSE: BX)
Kelly Ayotte resigns from the Board of Directors Ms Ayotte is the governor-elect of New Hampshire
Cincinnati Financial (NASDAQ: CINF)
Thomas Aaron resigns from the Board of Directors Mr Aaron is the former Chief Financial Officer at Community Health Systems
Prairie Operating Co (NASDAQ: PROP)
Paul Kessler resigns from the Board of Directors Mr Kessler is the CEO, Portfolio Manager and Founder at Bristol Capital Advisors
Runway Growth Finance (NASDAQ: RWAY)
Gregory Share resigns from the Board of Directors Mr Share is the Managing Director for the Opportunities Funds within Oaktree Capital Management L�P�
Simmons First National (NASDAQ: SFNC)
Robert Fehlman resigns as CEO and from the Board of Directors� Mr� Fehlman is the former Staff Accountant at BKD, LLP�
TransUnion (NYSE: TRU)
William Bosworth resigns from the Board of Directors� Mr� Bosworth is the Operating Managing Director at Vista Equity Partners�
PATRICIA HALLIDAY
PAUL KESSLER
KELLY AYOTTE
New Board Appointments
Aclaris Therapeutics (NASDAQ: ACRS)
Hugh Davis named COO and he is appointed to the Board of Directors Mr Davis is the former Chief Business Development Officer & President at Biosion
Aurinia Pharmaceuticals (NASDAQ: AUPH)
Appoints Craig Johnson to the Board of Directors Mr Johnson is the former Chief Executive Officer at Hepion Pharmaceuticals�
Aveanna Healthcare (NASDAQ: AVAH)
Appoints Brent Layton to the Board of Directors Mr Layton is the Chief Executive Officer at Sharecare�
C4 Therapeutics (NASDAQ: CCCC)
Appoints Steve Hoerter to the Board of Directors� Mr� Hoerter is the former Chief Executive Officer at Deciphera Pharmaceuticals�
Elanco Animal Health (NYSE: ELAN)
Appoints Stacey Ma to the Board of Directors� Ms� Ma is the EVP, Head of Pharmaceutical Development and Manufacturing at Gilead Sciences�
Eli Lilly (NYSE: LLY)
Appoints Jon Moeller to the Board of Directors� Mr� Moeller is the Chief Executive Officer at Procter & Gamble�
Fulcrum Therapeutics (NASDAQ: FULC)
Appoints Rachel King to the Board of Directors� Ms� King is the former Chief Executive Officer at Biotechnology Innovation Organization�
Ginkgo Bioworks (NYSE: DNA)
Appoints Sri Kosuri to the Board of Directors� Mr� Kosuri is the Chief Executive Officer at Octant Bio�
Heron Therapeutics (NASDAQ: HRTX)
Appoints Michael Kaseta to the Board of Directors� Mr� Kaseta is the Chief Financial Officer and Chief Operating Officer at Liquida Corp
InfuSystem (NYSEAMERICAN: INFU)
Appoints Ron Hundzinski to the Board of Directors� Mr� Hundzinski is the former Chief Financial Officer at TI Fluid Systems
Integra Lifesciences (NASDAQ: IART)
Mojdeh Poul named CEO and she is appointed to the Board of Directors
Ms Poul is the former EVP & Group President - Health Care at 3M
KalVista Pharmaceuticals (NASDAQ: KALV)
Appoints Laurence Reid to the Board of Directors Mr Reid is the former Chief Executive Officer at Decibel Therapeutics
BRENT LAYTON
JON MOELLER
LAURENCE REID
New Board Appointments
Lexeo Therapeutics (NASDAQ: LXEO)
Appoints Tolga Tanguler to the Board of Directors Mr Tanguler is the Chief Commercial Officer at Alnylam Pharmaceuticals
Lyell Immunopharma (NASDAQ: LYEL)
Appoints Sumant Ramachandra to the Board of Directors Mr Ramachandra is the former Chief Executive Officer at ImmPACT Bio USA
NeoGenomics (NASDAQ: NEO)
Appoints Felicia Williams to the Board of Directors Ms Williams is the former Chief Financial Officer at Macy’s
Organogenesis (NASDAQ: ORGO)
Appoints Garrett Lustig to the Board of Directors Mr Lustig is a Principal at Avista Healthcare Partners�
Recursion Pharmaceuticals (NASDAQ: RXRX)
Appoints Franziska Michor to the Board of Directors Ms Michor is the Charles A� Dana Chair in Human Cancer Genetics Dana-Farber Cancer Institute & Professor at Harvard University�
Terns Pharmaceuticals (NASDAQ: TERN)
Appoints Heather Turner to the Board of Directors� Ms� Turner is the former Chief Executive Officer at Carmot Therapeutics�
Teva Pharmaceutical (NYSE: TEVA)
Appoints Chen Lichtenstein to the Board of Directors� Mr� Lichtenstein is the former Chief Financial Officer at Syngenta Group�
US Physical Therapy (NYSE: USPH)
Appoints Michael Mayrsohn to the Board of Directors� Mr� Mayrsohn is the Chief Executive Officer at MSO Metro LLC�
Utah Medical Products (NASDAQ: UTMD)
Appoints Carrie Leigh to the Board of Directors� Ms� Leigh is the Manager of Global Direct End User Sales at Utah Medical Products
Zentalis Pharmaceuticals (NASDAQ: ZNTL)
Julie Eastland named CEO and she is appointed to the Board of Directors Ms Eastland is the former Chief Executive Officer at Harpoon Therapeutics
FELICIA WILLIAMS
HEATHER TURNER
MICHAEL MAYRSOHN
Resignations/Retirements
Brightspring Health Srvs (NASDAQ: BTSG)
Matt D’Ambrosio resigns from the Board of Directors Mr D’Ambrosio is the Global Chief Compliance & Ethics Officer at Walgreens Boots Alliance
IDEXX Laboratories (NASDAQ: IDXX)
Jonathan Ayers resigns from the Board of Directors Mr Ayers is the President, Carrier Corporation at United Technologies
IRIDEX (NASDAQ: IRIX)
Dave Bruce departs as CEO and from the Board of Directors Mr Bruce is the former Chief Operating Officer at Catheter Robotics, Inc
iTeos Therapeutics (NASDAQ: ITOS)
Aaron Davis resigns from the Board of Directors Mr Davis is the CoFounder and CEO at Boxer Capital�
LifeMD (NASDAQ: LFMD)
Naveen Bhatia resigns from the Board of Directors Mr Bhatia is a former Senior Director at Blackstone�
Lyell Immunopharma (NASDAQ: LYEL)
Hans Bishop resigns from the Board of Directors� Mr� Bishop is a former President at Altos Lab�
Tarsus Pharmaceuticals (NASDAQ: TARS)
Elizabeth Yeu resigns from the Board of Directors� Ms� Yeu is a Partner at Virginia Eye Consultants and she is an Assistant Professor at Eastern Virginia Medical School�
MATT D’AMBROSIO
NAVEEN BHATIA
New Board Appointments
Air Products (NYSE:APD)
Appoints Bob Patel and Alfred Stern to the Board of Directors� Mr� Patel is the former Chief Executive Officer at WR Grace and Mr� Stern is the Chief Executive Officer at OMV Group�
Avantor (NYSE: AVTR)
Appoints Dame Louise to the Board of Directors� Ms� Louise is the former Chief Executive Officer at Baxter Healthcare�
Boeing (NYSE: BA)
Appoints Tim Buckley to the Board of Director� Mr� Buckley is the former Chief Executive Officer at The Vanguard Group�
Codexis (NASDAQ: CDXS)
Appoints Raymond De Vre to the Board of Directors� Mr� De Vre is the Managing Director at RADV Advisory GmbH
Deere & Co (NYSE: DE)
Appoints Preston Feight to the Board of Directors� Mr� Feight is the Chief Executive Officer at PACCAR
Ducommun (NYSE: DCO)
Appoints Daniel Korte and Daniel Boehle to the Board of Directors Mr Korte is the former VP Aerospace at PPG and Mr Boehle is the Chief Financial Officer at TTM Technologies
Hecla Mining (NYSE: HL)
Robert Krcmarov named Chief Executive Officer and he is appointed to the Board of Directors Mr Krcmarov is the former EVP Exploration & Growth at Barrick Gold�
Hyster-Yale (NYSE: HY)
Appoints Ann O’Hara to the Board of Directors� Ms� O’Hara is the President, North America at Huhtamaki�
LanzaTech Global (NASDAQ: LNZA)
Appoints Thierry Pilenko to the Board of Directors� Mr� Pilenko is the former Executive Chair of the Board at TechnipFMC plc�
LSB Industries (NYSE: LXU)
Appoints John Chandler to the Board of Directors Mr� Chandler is the former Chief Financial Officer at Williams Companies�
MDU Resources Grp (NYSE: MDU)
Appoints Vernon Dosch to the Board of Directors� Mr� Dosch is the former Chief Executive Officer at National Information Solutions Cooperative�
MKS Instruments (NASDAQ: MKSI)
Appoints Wissam Jabre to the Board of Directors� Mr� Jabre is the Chief Financial Officer at Western Digital�
TIM BUCKLEY
PRESTON FEIGHT
ANN O’HARA
New Board Appointments
MRC Global (NYSE: MRC)
Deborah Adams promoted to Chair of the Board Ms Adams is the Senior Vice President of Health, Safety and Environmental, Projects and Procurement at Phillips 66
Natural Gas Srvs Grp (NYSE: NGS)
Appoints Jean Holley to the Board of Directors Ms Holley is the former Chief Information Officer at Brambles Ltd�
Ouster (NYSE: OUST)
Appoints Christina Correia and Stephen Skaggs to the Board of Directors
Ms� Correia is the Group Vice President, Chief Accounting Officer and Business Finance at Lam Research Corporation and Mr� Skaggs is the Senior Vice President and Chief Financial Officer at Atmel Corporation�
Scotts Miracle-Gro (NYSE: SMG)
Appoints Roberto Candelino to the Board of Directors� Mr� Candelino is the Chief Executive Officer at PetSafe Brands�
Resignations/Retirements
Berry Global (NYSE: BERY)
Rick Rickertsen resigns from the Board of Directors� Mr� Rickertsen is the Founder at Pine Creek Partners�
Liberty Media (NASDAQ: FWONA)
Greg Maffei departs as CEO and from the Board of Directors� Mr� Maffei is the former President at Oracle�
Lockheed Martin (NYSE: LMT)
Jeh Johnson resigns from the Board of Directors� Mr� Johnson is a Partner at Paul Weiss Rifkind Wharton & Garrison
Moog (NYSE: MOG.A)
Brian Lipke resigns from the Board of Directors� Mr� Lipke is the former Chief Executive Officer at Gibraltar Industries
Winnebago Ind (NYSE: WGO)
Richard Moss resigns from the Board of Directors Mr Moss is the former Chief Financial Officer at Hanesbrands, Inc
DMC Global (NASDAQ: BOOM)
Michael Kuta retires as CEO and from the Board of Directors
JEAN HOLLEY
GREG MAFFEI
MICHAEL KUTA
Resignations/Retirements
MRC Global (NYSE: MRC)
Henry Cornell retires from the Board of Directors Mr Cornell is the Founder and Senior Partner at Cornell Capital�
Sterling Infrastructure (NASDAQ: STRL)
Thomas White retires from the Board of Directors� Mr� White is the former Operating Partner at Apollo Global Management�
HENRY CORNELL
Resignations/Retirements
SES AI (NYSE: SES)
Anirvan Coomer resigns from the Board of Directors� Mr� Coomer is the Managing Director at GM Ventures
SES AI (NYSE: SES)
Brian Krzanich resigns from the Board of Directors Mr Krzanich is the Chief Executive Officer at Cerence
ANIRVAN COOMER
New Board Appointments
American Water Works (NYSE: AWK)
Appoints Stuart McGuigan to the Board of Directors� Mr� McGuigan is the former Chief Information Officer at Fresenius Medical Care�
Centuri (NYSE: CTRI)
Chris Brown named CEO and he is appointed to the Board of Directors� Mr� Brown is the former Chief Executive Officer at EnerMech�
Unitil (NYSE: UTL)
Appoints Jane Lewis-Raymond to the Board of Directors� Ms� LewisRaymond is the former Partner Parker Poe Law Firm�
Resignations/Retirements
Black Hills (NYSE: BKH)
Mark Schober to leave the Board of Directors Mr Schober is the former Chief Financial Officer at ALLETE Inc�
MARK SCHOBER
JANE LEWISRAYMOND
Real Estate
New Board Appointments
Adtalem Global Education (NYSE: ATGE)
Promotes Stephen Beard to Chair of the Board� Mr� Beard is the CEO at Adtalem Global Education�
Alpine Income Property Trust (NYSE: PINE)
Appoints Brenna Wadleigh to the Board of Directors� Ms� Wadleigh is the Chief Executive Officer at N3 Real Estate�
Chimera Investment (NYSE: CIM)
Appoints Cynthia Walsh to the Board of Directors� Mr� Walsh is the President at Walsh Advisors�
Invesco Mortgage Capital (NYSE: IVR)
Appoints Robert Fleshman to the Board of Directors� Mr� Fleshman is a former Partner at Deloitte�
Rithm Capital (NYSE: RITM)
Appoints William Addas and Ranjit Kripalani to the Board of Directors� Mr� Addas is the former Co-Head Financial Institutions Group at Bank of America and Mr Kripalani is the former Chief Executive Officer at CRT Capital
Whitestone REIT (NYSE: WSR)
Appoints Kristian Gathright and Don Miller to the Board of Directors Ms Gathright is the former Executive Vice President and Chief Operating Officer atApple Hospitality REIT�
Resignations/Retirements
Healthcare Realty Trust (NYSE: HR)
Todd Meredith departs as CEO resigns from Board of Directors
Sabra Health Care REIT (NASDAQ: SBRA)
Clifton Porter to leave the Board of Directors Mr Porter is the SVP Government Affairs at American Healthcare Association & National Center Assisted Living
National Health Investors (NYSE: NHI)
Andrew Adams retires from Board and as Chair of the Board
STEPHEN BEARD
CYNTHIA WALSH
CLIFTON PORTER
New Board Appointments
8x8 (NASDAQ: EGHT)
Appoints John Pagliuca to the Board of Directors� Mr� Pagliuca is the Chief Executive Officer at N-able�
Azenta (NASDAQ: AZTA)
Appoints William Cornog, Quentin Koffey and Alan Malus to the Board of Directors� Mr� Cornog is the former Global Head at KKR Capstone, Mr� Koffey is the Founder and Managing Partner at Politan Capital and Mr� Malus is the Executive VP,President Laboratory Products & Services at Thermo Fisher
Cardlytics (NASDAQ: CDLX)
Appoints Srishti Gupta to the Board of Directors Ms Gupta is the Chief Product Officer at Integral Ad Science
CCC Intelligent Solutions (NASDAQ: CCCS)
Appoints Neil de Crescenzo to the Board of Directors Ms de Crescenzo is the former Chief Executive Officer of Optum Insight at United Health
CNA Financial (NYSE: CAN)
Appoints Douglas Worman to the Board of Directors Mr Worman is the CEO-Elect and EVP Global Head Underwriting at CNA Financial
Conmed (NYSE: CNMD)
Promotes Pat Beyer to Chief Executive Officer and he is appointed to the Board of Directors� Mr� Beyer is the former Chief Executive Officer at ICNet International Ltd�
D-Wave Quantum (NYSE: QBTS)
Appoints Sharon Holt to the Board of Directors� Ms� Holt is the Co-Founder at Fraser Stuart Ventures�
Fortinet (NASDAQ: FTNT)
Appoints Janet Napolitano to the Board of Directors� Ms� Napolitano is the Professor of Public Policy and Director of the new Center for Security in Politics at UC Berkeley�
Health Catalyst (NASDAQ: HCAT)
Appoints Jill Hoggard Green to the Board of Directors� Ms� Hoggard Green is the former Chief Executive Officer at The Queens Health System
Hubbell (NYSE: HUBB)
Appoints Garrick Rochow to the Board of Directors� Mr� Rochow is the Chief Executive Officer at CMS Energy & Consumers Energy
LegalZoom.com (NASDAQ: LZ)
Appoints Nathan Gooden to the Board of Directors Mr Gooden is the Chief Financial Officer at Squarespace
SRISHTI GUPTA
JANET NAPOLITANO
NATHAN GOODEN
New Board Appointments
NVIDIA (NASDAQ: NVDA)
Appoints Ellen Ochoa to the Board of Directors� Ms� Ochoa is an American engineer, former astronaut and former director of the Johnson Space Center�
Qorvo (NASDAQ: QRVO)
Appoints Alan Lowe to the Board of Directors� Mr� Lowe is the Chief Executive Officer at Lumentum Holdings�
Rumble (NASDAQ: RUM)
Appoints Jerry Naumoff to the Board of Directors� Mr� Naumoff is the former Chief Executive Officer at Taskforce BPO�
Science Applications Int’l (NASDAQ: SAIC)
Appoints John Tien to the Board of Directors� Mr� Tien is the former Deputy Secretary of the U S Department of Homeland Security, Biden Administration
SolarEdge Technologies (NASDAQ: SEDG)
Appoints Guy Gecht to the Board of Directors Mr Gecht is the former Interim-CEO at Logitech
Sprinklr (NYSE: CXM)
Rory Read named CEO and he is appointed to the Board of Directors Mr Read is the former Chief Executive Officer at Vonage
ALAN LOWE
JOHN TIEN
Resignations/Retirements
ACM Research (NASDAQ: ACMR)
Xiao Xing resigns from the Board of Directors� Mr� Xing is the Vice President at Shanghai Pudong Haiwang Private Fund�
Evolv Technologies (NASDAQ: EVLV)
Peter George departs as Chief Executive Officer and from the Board of Directors� Mr� George is the former President, CEO and Chairman at Fidelis Cybersecurity�
PROS Hldgs (NYSE: PRO)
Michelle Hughes Benfer resigns from the Board of Directors� Mr� Benfer is the Operations Partner at Francisco Partners�
Semtech (NASDAQ: SMTC)
Rockell Hankin resigns from the Board of Directors� Mr� Hankin is the Chief Executive Officer at Hankin & Co
Wolfspeed (NYSE: WOLF)
Gregg Lowe departs as CEO and from the Board of Directors� Mr� Lowe is the former Chief Executive Officer at Freescale Semiconductor
PETER GEORGE
ROCKELL HANKIN
New Board Appointments
NAPOLEON RUTLEDGE
Telephone and Data Systems (NYSE: TDS) Appoints Napoleon Rutledge to the Board of Directors� Mr� Rutledge is the Chief Administrative Officer at McKesson�
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November 2024 Board Appointments & Departures
Private Corporations
Avalyn Pharma Inc.
Appoints Heather Turner to the Board of Directors� Ms� Turner is the former CEO at Carmot Therapeutics�
Axena Health
Appoints Erica Rogers to the Board of Directors� Ms� Rogers the former President and CEO at Silk Road Medical�
Caris Life Sciences
Appoints Jeffrey Vacirca to the Board of Directors� Dr� Vacirca is CEO and Chairman at New York Cancer & Blood Specialists�
Craftable
Appoints David Cantu to the Board of Directors� Mr� Cantu is Co-Founder of HotSchedules and Operating Partner at Outback Steakhouse and P�F� Chang’s China Bistro
Divert
Appoints Timothy Laurion to the Board of Directors� Mr� Laurion is a former Managing Director and Senior Corporate Banker at Bank of America
Kiddom
Appoints Henry Hipps to the Board of Directors Mr Hipps is the former Deputy Director at the Bill & Melinda Gates Foundation
Praxis Solutions
Appoints David Freniere to the Board of Directors Mr Freniere is the former Head of Litigation at LPL Financial LLC
Prometheus Hyperscale
Appoints Bernard Looney to the Board of Directors Mr Looney is the former Chief Executive Officer at BP
SurgiBox
Appoints Steven Eppinger to the Board of Directors Dr Eppinger is a professor at MIT�
ERICA ROGERS
HENRY HIPPS
BERNARD LOONEY
November 2024 Board Appointments & Departures Corporations
November 2024 Board Appointments & Departures Corporations
November 2024 Board Appointments & Departures Director Index
Chase, Anthony
Combs, Michael
Coomer, Anirvan 43
Cornell, Henry 41
Cornog, William 46
Correia, Christina 40
Cutler, Scott 27
D’Ambrosio, Matthew
Dreiling, Richard
Eastland, Julie 38
Eppinger, Steven 51
Fehlman, Robert 34 Feight, Preston 39 Finn, Michael 33
Fleshman, Robert
November 2024 Board Appointments & Departures Director Index