Jenner & Block’s analysis of S&P 500 proxy statements revealed 161 companies with multiple (most commonly two) non-independent directors as of March 25, 2024. Among the key takeaways:
- Of those companies with multiple non-independent directors, half consisted of multiple management directors only and half consisted of one management director plus one or more non-management non-independent directors.
- Management directors most commonly consisted of the CEO/executive chair (30%), followed by the CEO “second in command” (17%).
- Non-management non-independent director roles/backgrounds varied, but included former CEOs, founders/co-founders, family members, stockholder designees/former designees, and those deemed not independent based on related party transactions.
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This content first appeared in the Society Alert!