NACD Board Leadership Conference NACD Chapter System

What You Don't Know About Executive Compensation Can Hurt You!

November 17, 2016
Summit, NJ



Executive compensation is a hot button issue for every constituency: executives, employees, shareholders, proxy advisors, the media, regulators and legislators.  And board members are in the hot seat, whether your company is large or micro-cap, public or private.  Join us for a unique opportunity to hear directly and frankly from compensation committee chairs across a spectrum of companies as well as an advisor with deep experience helping boards grapple with executive compensation issues.  We’ll be “talking turkey” on topics such as:


  • · How can a compensation committee help mitigate corporate risk?
  • · Short-term metrics:  if the ship sinks, do any boats get to shore?
  • · Long-term compensation plans—feast or famine?
  • · To TSR or not to TSR?
  • · CEO employment agreements:  passé or here to stay?
  • · Assessing CEO performance
  • · Should executives and directors be required to hold stock?
  • · Do compensation committees care what proxy advisors say?
  •  Paying yourself in the current environment


  Exec Comp Notes for Hand-out
  11.17.16 Event Summary

Location and Time


Canoe Brook Country Club*
1108 Morris Turnpike
Summit, NJ 07901

7:30 a.m. - 8:00 a.m. - Registration, Networking and Breakfast Buffet

8:00 a.m. - 9:30 a.m. - Program and Q&A


*If you are using GPS, please use Short Hills as the city, not Summit.  While Summit is the address that will show up on Canoe Brook's website, using it in your GPS will leave you on the opposite side of the highway, not at the golf course entrance.

Speaker Spotlight


Thomas J. Fuller

Tom Fuller is a member of the Board of Directors and chair of the Compensation Committee of Tingley Corporation, a privately-held manufacturer of protective footwear and clothing for retail and industrial customers in the U.S. Tom also is Managing Director and CEO of Epsen Fuller Group, a leading executive search and leadership development firm with clients in the Fortune 500 as well as small and medium corporations and private equity or venture-backed clients. Tom is member of the Board of the NACD-NJ chapter, an NACD Certified Board Governance Fellow and serves on the boards of non-profit organizations including AESC, MCOHA, The Council of Growing Companies, Delbarton Fathers and Friends and Freedom Riders Cycling Club.

Jerry Leamon

Jerry Leamon joined the Board of Directors of Korn/Ferry International in 2012. Jerry serves as the Chair of the Compensation Committee and as a member of the Audit Committee for which he is designated a Financial Expert. He was a member of Deloitte & Touche for 40 years, most recently serving as Global Managing Director until 2012, having responsibility for all of Deloitte’s businesses at a global level. Jerry also serves on a number of advisory boards of privately held companies and non-profit organizations, including Geller & Company and G3, and serves as the Chairman of the Americares Foundation and is a Senior Advisor to Lead Edge Investments. He is also a member of the University of Cincinnati Foundation and Board and serves as a member of the Business Advisory Council of the Carl H. Lindner School of Business.

Michael Marino

Mike Marino is a Principal at Frederic W. Cook & Co. and consults to organizations on all aspects of executive compensation strategy and design, including tax, accounting, and securities law implications, as well as matters of corporate governance. He joined the firm in 2009, and has over 19 years of combined corporate and consulting experience, having previously been a senior consultant at Watson Wyatt and, prior to that, an associate at Merrill Lynch. Mike works with many public companies as well as private equity firms and their portfolio companies across a variety of industries. Mike serves on the advisory board for the NACD-NJ Chapter and serves on an advisory board for William Paterson University.

Jean Rankin

Jean Rankin has been on the Board of Directors of InterDigital, Inc. since 2010. She is currently Chair of the Compensation committee and serves on the Nominating and Governance Committee. InterDigital develops and licenses wireless and broadband technologies. She served as EVP, General Counsel and Secretary at LSI Corporation, from 2007 until retiring in 2014 and as EVP, General Counsel and Secretary of Agere Systems from 2000 to 2007. Jean previously was engaged in corporate, securities and mergers & acquisitions practice at Lucent Technologies Inc., AT&T and the law firm of Cravath, Swaine & Moore.

Pamela Craven - MODERATOR

Pam Craven joined the Board of Directors of Amber Road Inc. in 2014. She is currently Chair of the Compensation Committee and serves on the Audit Committee. Amber Road is a leading provider of cloud based global trade management solutions that automate the global supply chain across sourcing, logistics, cross-border trade, and regulatory compliance activities. Pam joined Avaya Inc. at its spin-off from Lucent Technologies Inc. in 2000 and was the Chief Administrative Officer and General Counsel of Avaya Inc. until retiring in December 2014. She previously was Vice President-Law at Lucent from 1996-2000 and also was engaged in corporate, securities, mergers & acquisition and executive compensation practice at AT&T and at NCR Corporation. She serves on the Board of the NACD-NJ Chapter and the NJ Women Lawyers Association and is a member of the American Law Institute.



Question about this Event?

Contact New Jersey Chapter 32 Leonardine Avenue, South River, NJ, 08882 phone: 732-698-7771 fax: 732-698-7772 email: