Laura Desmond
ADOBEAbout Laura Desmond
Independent director since May 2012; age 59; B.B.A. in Marketing from the University of Iowa. Currently CEO of Smartly.io (since Sep 2022); Founder & CEO, Eagle Vista Partners (since Mar 2017); Operating Partner, Providence Equity Partners (Media & Technology) (since Dec 2017). Prior roles include Chief Revenue Officer, Publicis Groupe (Dec 2016–Dec 2017) and Global CEO, Starcom MediaVest Group (2008–2016), with earlier CEO roles across SMG Americas, MediaVest, and SMG Latin America; she frequently engages with Adobe management outside scheduled board meetings to advise on the Digital Experience business . She is an audit committee financial expert under SEC rules and remains independent under Nasdaq standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Smartly.io | Chief Executive Officer | Sep 2022–present | Advises Adobe’s Digital Experience business; frequent management engagement |
| Eagle Vista Partners | Founder & CEO | Mar 2017–present | Strategic advisory and investment in marketing/digital tech |
| Providence Equity Partners | Operating Partner (Media & Technology) | Dec 2017–present | Private equity operator; sector expertise |
| Publicis Groupe | Chief Revenue Officer | Dec 2016–Dec 2017 | Global revenue leadership |
| Starcom MediaVest Group (SMG) | Global CEO | 2008–2016 | Led global marketing/media services |
| SMG – The Americas | CEO | 2007–2008 | Managed U.S., Canada, Latin America |
| MediaVest | CEO | 2003–2007 | Agency leadership |
| SMG Latin America | CEO | 2000–2002 | Regional leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DoubleVerify Holdings Inc. | Director | Current (date not specified) | Not disclosed |
| Capgemini SE | Director | 2019–2020 | Not disclosed |
Board Governance
- Independence: Yes; Board has majority independent directors; committee members are independent .
- Committee assignments: Member, Executive Compensation Committee in FY2024; will join Audit Committee effective at the 2025 Annual Meeting (if elected) .
- Audit qualification: Audit committee financial expert; meets SEC/Nasdaq financial sophistication requirements .
- Attendance: Each director attended ≥75% of Board and committee meetings during FY2024; Board held 5 meetings; Audit 8; Executive Compensation 7; Governance & Sustainability 4; all directors attended the 2024 Annual Meeting .
- Engagement: Provides specific insight to management on Digital Experience outside scheduled board meetings .
- Risk oversight (relevant as she joins Audit): Audit Committee oversees ERM, cybersecurity, privacy, internal controls, and financial reporting .
Fixed Compensation
| Component | FY 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $60,000 | Paid quarterly |
| Committee fee – Executive Compensation (Member) | $15,000 | Member fee schedule |
| Total cash fees | $75,000 | Desmond elected to defer 100% of cash fees under Deferred Compensation Plan |
| Chair/member fee schedules (policy) | Audit Chair $40,000; Audit Member $20,000; Exec Comp Chair $30,000; Exec Comp Member $15,000; Governance Chair $20,000; Governance Member $10,000 | FY2023–FY2024 policy |
| FY2025–FY2026 chair fee updates | Audit Chair $45,000; Exec Comp Chair $35,000; Governance Chair $25,000 | Cash comp otherwise unchanged |
Performance Compensation
| Equity Award | Grant Date | Units/Shares | Grant-Date Value/Price | Vesting | Notes |
|---|---|---|---|---|---|
| Annual RSU grant | Apr 17, 2024 | 633 RSUs | $474.45 per share | 100% on next annual meeting, subject to service | No stock options to directors in FY2024 |
| Annual equity value – policy | FY2023–FY2024 | $315,000 value converted to RSUs | Converted using 30-day avg closing price | 100% at next annual meeting | Change-of-control: unvested RSUs fully vest prior to effective date, subject to consummation |
| Annual equity value – policy | FY2025–FY2026 | $330,000 value per director | Converted to RSUs under 2019 Plan | 100% at next annual meeting | Awards subject to clawback policies (Rule 10D-1 and misconduct) |
- Consultant/peer benchmarking: Board targets director cash near peer median; equity in 60th–75th percentile; Compensia advises the committee .
- Deferred Compensation Plan: Directors may defer 5%–100% of cash and up to 100% of RSUs, with specified distribution elections; Desmond deferred 100% of cash fees in FY2024; she did not defer RSUs (others named did) .
Other Directorships & Interlocks
| Company | Relationship to Adobe | Potential Interlock/Conflict Indicator |
|---|---|---|
| DoubleVerify Holdings Inc. | Third-party ad verification company (not disclosed in proxy as related) | No related-person transactions >$120,000 disclosed since FY2024 start . |
| Capgemini SE (2019–2020) | IT services (prior role) | No related-person transactions >$120,000 disclosed . |
- Related-party transactions oversight: Governance & Sustainability Committee reviews and approves/disapproves related-person transactions (Item 404); none reported >$120,000 since FY2024 start; arms-length transactions may occur in ordinary course .
Expertise & Qualifications
- Attributes: Executive Leadership; Global Leadership; Business Development & Strategy; Operations; Finance or Accounting; Sales, Marketing & Brand Management; Public Company Board Service/Governance .
- Audit committee financial expert designation; Nasdaq financial sophistication .
- Education: B.B.A., University of Iowa .
- Domain expertise: Global media, marketing technology, leadership and business acumen .
Equity Ownership
| Holder | Beneficial Ownership | Percent of Class | Shares Issuable within 60 Days (RSUs) | Unvested RSUs at FY2024 End | Pledged/Hedged |
|---|---|---|---|---|---|
| Laura Desmond | 31,733 shares | <1% (“*”) | 633 | 633 | None pledged; hedging/pledging prohibited by policy |
| Ownership guideline (directors) | Must hold 50% of net shares until achieving minimum holding equal to 10× annual retainer (value basis) | — | — | — | All non-employee directors in compliance as of Nov 29, 2024 |
Governance Assessment
- Strengths: Independent; long-serving; audit committee financial expert; will transition onto Audit Committee with oversight of ERM, cybersecurity, internal controls and financial reporting . Strong engagement with management on Digital Experience, enhancing Board effectiveness in Adobe’s core go-to-market . Alignment via RSU-based pay, anti-pledging/anti-hedging policy, and rigorous stock ownership guidelines (compliant as of FY2024) .
- Compensation structure: Simple, shareholder-aligned mix (cash retainer + time-based RSUs); no stock options; director equity accelerates on change of control, and awards are subject to clawback policies under Rule 10D-1 and misconduct policy .
- Attendance/engagement: Met ≥75% attendance thresholds; Board and committees met 5/8/7/4 times in FY2024; executive sessions held 4 times led by Lead Director; all directors attended 2024 Annual Meeting .
- Conflicts and red flags: No related-person transactions >$120,000 disclosed since FY2024 start; none of her shares are pledged; Adobe prohibits hedging/pledging/short sales—reducing misalignment risk .
- Watch items: Multiple external roles (Smartly.io CEO; Providence Operating Partner; DoubleVerify director) increase time commitments; continue monitoring attendance and any arms‑length transactions with affiliated entities; Governance & Sustainability Committee oversees related-party approvals .
Overall, Laura Desmond’s governance profile supports investor confidence: independence, audit expertise, consistent engagement, and transparent director compensation/ownership practices with robust guardrails (clawbacks, anti‑pledging) and no reported related‑party exposures .