Ben Maiden and Ben Ashwell
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The week in GRC: Enhabit shareholders elect activist-nominated director and US foreign investment watchdog sees rise in penalties
This week’s governance, compliance and risk-management stories from around the web – Reuters (paywall) reported that Moderna co-founder Robert Langer will step down from the vaccine maker’s board on August 5. Moderna said it expects to focus recruitment efforts on individuals with scientific and innovation experience. Langer is a former chair of the US Food and Drug Administration and currently one of the nine Institute Professors – the highest honor awarded to a faculty member – at the Massachusetts Institute of Technology. He also heads the Langer Laboratory that focuses on studying the delivery and mechanism of drugs based on…
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JetBlue welcomes back former attorney as general counsel
Eileen McCarthy was most recently deputy general counsel at UiPath JetBlue Airways has appointed Eileen McCarthy, a former attorney with the company, as its next general counsel and corporate secretary, effective August 5. McCarthy was most recently senior vice president and deputy general counsel at UiPath, an AI-focused enterprise automation software company. In that role she managed a global team handling corporate governance, securities, employment, ethics and compliance, privacy, insurance, ESG, litigation, equity, transactions and general corporate matters. Before joining UiPath in 2021, McCarthy spent more than 14 years at JetBlue. According to her LinkedIn profile, she was most recently…
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Corporate Governance Awards submissions deadline extended
Categories include focus on work done either in close collaboration with boards or by board members themselves Governance Intelligence has extended the deadline for submissions to the 17th Corporate Governance Awards until the end of Friday, August 2. The awards will be presented at a gala ceremony in New York on Thursday, November 7. They celebrate outstanding achievements by the governance profession in areas such as hosting AGMs, compliance and ethics programs, ESG reporting, entity management, use of technology, proxy statements, investor engagement and corporate transactions. Submissions are also encouraged for categories that highlight work done either in close collaboration…
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Fox Corp aims to exclude news vs opinion shareholder proposal
Company awaiting response from the SEC ahead of fall AGM Fox Corporation is seeking the SEC’s green light to exclude a shareholder proposal regarding the differentiation between its news and opinion-based coverage. The resolution, submitted by As You Sow on behalf of John Chevedden, asks that Fox’s board ‘prepare and publish a report… assessing the potential negative social impact and risks to the company from continuing to inadequately distinguish between [the company’s] on-air news content and its opinion content, and the viability and benefits of providing public differentiation between its news and the entertainment-based nature of its non-news shows.’ The…
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Roku hires former PayPal and Nokia legal chief as general counsel
Louise Pentland is joining Roku from The Walt Disney Company Streaming technology company Roku has hired Louise Pentland as its new senior vice president and general counsel, effective July 23. She will succeed Stephen Kay, who is retiring in November. Pentland is joining Roku from The Walt Disney Company, where she has been executive vice president and chief counsel for Disney Experiences and Products. In that role, she has overseen all legal and regulatory matters for the unit’s various businesses, which include its global theme park destinations, cruise operations, global consumer products operations and e-commerce platform. According to her LinkedIn…
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The week in GRC: Activist Starboard builds stake in Match Group and New York pension fund targets renters’ right
This week’s governance, compliance and risk-management stories from around the web – CNBC reported that Macy’s said its board had unanimously decided to end negotiations with the activist group that had been looking to take the company private for roughly $6.9 bn. ‘We have concluded that Arkhouse and Brigade Capital Management’s proposal lacks certainty of financing and does not deliver compelling value,’ Macy’s lead independent director Paul Varga said in a press release. Macy’s said the company had gone ‘well beyond what is customarily required’ in a due diligence period, offering the bidder group store-by-store profit and loss information and…
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FedEx veteran general counsel Mark Allen to retire
Allen has been with the company for more than four decades Mark Allen, executive vice president, general counsel and secretary with FedEx Corporation, is retiring after spending 42 years with the company. According to FedEx, he will continue in his role until September 23, 2024, then become a senior adviser until the end of the year to help with the transition to an as-yet-unnamed successor. Allen joined FedEx in 1982 having previously been in private practice. Immediately before taking on his current role in 2017 he was based in Europe as the senior vice president and international general counsel for…
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Amex hires former BNY Mellon attorney as governance chief
James Killerlane succeeds Kristina Fink, who recently joined CVS Health James Killerlane has joined American Express as corporate secretary and chief governance officer. According to LinkedIn, where he announced the move, Killerlane was most recently corporate secretary, managing director and deputy general counsel at BNY Mellon, where he has served since 2019. Before that, he was head of securities and corporate governance at American International Group for more than seven years. Killerlane was previously managing director at Morgan Stanley and before that senior vice president at Lehman Brothers. Ahead of moving in-house, he was an attorney with Chicago law firm…
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The week in GRC: AT&T reports cyber-attack and Microsoft to give up observer seat on OpenAI board
This week’s governance, compliance and risk-management stories from around the – Reuters (paywall) reported that Southwest Airlines added aviation industry veteran Rakesh Gangwal to its board. ‘Rakesh’s expertise in travel technology will be valuable as we continue to make investments that support our operations and strategic initiatives,’ said Gary Kelly, executive chair of Southwest’s board. Activist investor Elliott Investment Management has called for a reconstitution of Southwest’s board with ‘new, truly independent’ directors possessing expertise in airlines, customer experience and technology. – CNBC reported that Elliott said it would launch a proxy fight to push for change at Southwest Airlines…
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Allegion hires next general counsel
Stacy Cozad to succeed Jeff Braun, who will retire in August Home security company Allegion has hired Stacy Cozad as senior vice president, general counsel and corporate secretary, effective August 5. Cozad most recently was executive vice president, general counsel and corporate secretary of Ingevity Corporation. According to her LinkedIn profile, before joining Ingevity in 2021 Cozad spent five years at Spirit AeroSystems as senior vice president, general counsel, chief compliance officer (CCO) and corporate secretary. She was previously associate general counsel with Southwest Airlines Co. Before moving in-house, Cozad was counsel with law firm Cash Klemchuk Powers Taylor and…