Board of Directors

We hold ourselves accountable through responsible transparency, and we are guided by our Board of Directors to achieve sustainable, quality growth for the long-term success of the firm and its stakeholders.

Our Board of Directors guides the firm's overall strategic direction and provides oversight of the firm's strategy, risk mitigation, operations, and management. With their diverse backgrounds, ages, expertise, and tenures, as reflected in more detail in our Board Skills Matrix, our directors bring a variety of viewpoints to the table. To view the Board Skills Matrix, please see page 8 of our FY23 Proxy Statement.

The Board and its Committees guide our ESG strategy and disclosures as follows:

BOARD OF DIRECTORS: Considers ESG matters as part of long-term strategic planning and receives regular briefings on ESG matters from its Committees and management.

NOMINATING AND CORPORATE GOVERNANCE COMMITTEE: Chartered oversight of ESG impact management and reporting.

AUDIT COMMITTEE: Chartered oversight of enterprise risk management, cybersecurity and other security matters, and the firm's Code of Business Ethics and Conduct.

COMPENSATION, CULTURE, AND PEOPLE COMMITTEE: Chartered oversight of compensation, benefits, and other human capital matters, including Board support for management succession planning.

The Board believes management succession planning is one of its most important responsibilities. On an annual basis, in collaboration with the Chief People Officer, the Chair leads the Board in in-depth discussions concerning Chief Executive Officer succession, including in executive session, and the Chief Executive Officer leads the Board in a discussion concerning senior management succession.

  1. All data presented in this report regarding the Board of Directors is reflective of the Board's composition and activities as of March 31, 2023.
  2. For a member of the Board of Directors to be considered independent, the Board of Directors must determine that the director has no other material relationship with the company directly or as a partner, stockholder, or officer of an organization that has a relationship with the company. This standard is determined by our Corporate Governance Guidelines and applicable NYSE listing standards.

Board of Directors Board of Directors At A Glance (FY23)1

  • Ten of 11 members of our Board of Directors are independent2
  • Average Director Tenure: 8.6 years
  • Independent Chairman and Presiding Director
  • Chairman and CEO roles are separate
  • The Audit; Compensation, Culture, and People; and Nominating and Corporate Governance Committees are entirely comprised of independent directors
  • 63% (7 of 11) are gender and/or racially diverse
  • 45% (5 of 11) are women
  • Our Board of Directors seeks diverse members, as defined in our Corporate Governance Guidelines, and new members are selected in accordance with the criteria set forth in our Corporate Governance Guidelines
  • Our Board of Directors typically participates in at least one annual education session. Previous sessions have addressed ESG topics such as Diversity, Equity, and Inclusion
  • The Board of Directors and the Audit; Compensation, Culture, and People; and Nominating and Corporate Governance Committees perform annual self-assessments of their operations and effectiveness and set goals for the future