Corporate Board Profile
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| Filing Date | Source Excerpt |
|---|---|
| 2017-03-23 | Olivia F. Kirtley Age: 66 Director since 2003 Lead Independent Director Committee: Compensation (Chair) Ms. Kirtley, a certified public accountant, is a business consultant on strategic and corporate governance issues. She is a former chief financial officer and former senior manager at a predecessor to the accounting firm Ernst & Young LLP. From 2014 to 2016, she served as President and Board Chairman of the International Federation of Accountants. She has also served as Chairman of the American Institute of Certified Public Accountants and Chairman of the AICPA Board of Examiners. Ms. Kirtley brings extensive experience, expertise and insight to our Board in the areas of audit, risk management and public company corporate governance and compensation. In addition to her expertise in audit and tax issues developed in part as a senior manager at a predecessor to Ernst & Young LLP, Ms. Kirtley also brings corporate management experience from her tenure at Vermont American Corporation, including the positions of Treasurer, Vice President Finance and Chief Financial Officer at that company. Ms. Kirtley has served as a director of U.S. Bancorp since 2006 (including service as the chairman of its audit committee, chairman of its risk committee, and member of its governance, compensation and executive committees), as a director of ResCare, Inc. since 1998 (including service as the chairman of its audit committee and member of its governance committee), and as a director of Randgold Resources since 2017 (including service as a member of its remuneration committee). The following table sets forth the compensation paid to directors during 2016: Olivia F. Kirtley Fees Earned or Paid in Cash ($): 109,333 Restricted Stock Awards ($): 79,201 Option Awards ($): 79,189 Total ($): 267,723 |
| 2018-03-28 | Olivia F. Kirtley Age: 67 Director since 2003 Lead Independent Director Committee: Compensation (Chair) Ms. Kirtley, a certified public accountant, is a business consultant on strategic and corporate governance issues. She is a former chief financial officer and former senior manager at a predecessor to the accounting firm Ernst & Young LLP (“Ernst & Young”). From 2014 to 2016, she served as President and Board Chairman of the International Federation of Accountants. She has also served as Chairman of the American Institute of Certified Public Accountants and Chairman of the AICPA Board of Examiners. Ms. Kirtley brings extensive experience, expertise and insight to our Board in the areas of audit, risk management and public company corporate governance and compensation. In addition to her expertise in audit and tax issues developed in part as a senior manager at a predecessor to Ernst & Young, Ms. Kirtley also brings corporate management experience from her tenure at Vermont American Corporation, including the positions of Treasurer, Vice President Finance and Chief Financial Officer at that company. Ms. Kirtley has served as a director of U.S. Bancorp since 2006 (including service as the chairman of its audit committee, chairman of its risk committee, and member of its governance, compensation and executive committees), as a director of ResCare, Inc. since 1998 (including service as the chairman of its audit committee and member of its governance committee), and as a director of Randgold Resources since 2017 (including service as a member of its audit and remuneration committees). The following table sets forth the compensation paid to directors during 2017: Olivia F. Kirtley 117,000 87,513 87,507 — 292,020 |
| 2019-03-27 | Olivia F. Kirtley Age: 68 Director since 2003 Committees: Compensation (Chair), Corporate Governance & Nominating Ms. Kirtley, a certified public accountant, is a business consultant on strategic and corporate governance issues. She is a former chief financial officer and former senior manager at a predecessor to the accounting firm Ernst & Young LLP (“Ernst & Young”). From 2014 to 2016, she served as President and Board Chairman of the International Federation of Accountants. She has also served as Chairman of the American Institute of Certified Public Accountants and Chairman of the AICPA Board of Examiners. Ms. Kirtley brings extensive experience, expertise and insight to our Board in the areas of audit, risk management and public company corporate governance and compensation. In addition to her expertise in audit and tax issues developed in part as a senior manager at a predecessor to Ernst & Young, Ms. Kirtley also brings corporate management experience from her tenure at Vermont American Corporation, including the positions of Treasurer, Vice President Finance and Chief Financial Officer at that company. Ms. Kirtley has served as a director of U.S. Bancorp since 2006 (including service as the chairman of its audit committee, chairman of its risk committee, and member of its governance, compensation and executive committees), as a director of ResCare, Inc. since 1998 (including service as the chairman of its audit committee and member of its governance committee), and as a director of Randgold Resources since 2017 until the Barrick Gold-Randgold merger on January 1, 2019 (including service as a member of its audit and remuneration committees). |
| 2020-03-20 | Olivia F. Kirtley Age: 69 Director since 2003 Committees: Audit The following table sets forth the compensation paid to directors during 2019: Olivia F. Kirtley 130,000 145,833 — 275,833 |
| 2021-03-23 | Olivia F. Kirtley Age: 70 Director since 2003 Committees: Audit The following table sets forth the compensation paid to directors during 2020: Olivia F. Kirtley 70,000 cash + 125,048 equity = 195,048 total. |
| 2022-03-22 | Olivia F. Kirtley Age: 71 Director since 2003 Committees: Audit The following table sets forth the compensation paid to directors during 2021: Olivia F. Kirtley 131,250 cash + 125,056 stock awards = 256,306 total |
| Filing Date | Source Excerpt |
|---|---|
| 2018-03-06 | Olivia F. Kirtley Director since 2006 Committees Chair, Risk Management Compensation and Human Resources Executive Ms. Kirtley, 67, a Certified Public Accountant and Chartered Global Management Accountant, has served as a business consultant on strategic, risk and corporate governance issues since 2000. Director compensation for fiscal 2017 Olivia F. Kirtley 124,000 fees earned or paid in cash 150,009 stock awards Total 274,009 |
| 2019-03-05 | Ms. Kirtley, 68, a Certified Public Accountant and Chartered Global Management Accountant, has served as a business consultant on strategic, risk and corporate governance issues since 2000. |
| 2020-03-10 | Olivia F. Kirtley Director since 2006 Incoming Lead Director Committees Compensation and Human Resources Governance Risk Management Director compensation for fiscal 2019 Olivia F. Kirtley 125,500 fees earned or paid in cash 159,980 stock awards Total 285,480 |
| 2021-03-09 | Olivia F. Kirtley Director since 2006 Lead Director Committees Compensation and Human Resources Governance Executive Business experience: Ms. Kirtley, 70, a Certified Public Accountant and Chartered Global Management Accountant, has served as a business consultant. Director compensation for fiscal 2020 Olivia F. Kirtley 156,000 fees earned or paid in cash, 106,651 stock awards, total 262,651. |
| 2022-03-08 | Ms. Kirtley, 71, a Certified Public Accountant and Chartered Global Management Accountant, has served as a business consultant. |
Data sourced from SEC filings. Last updated: 2026-02-03