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Suzanne Yoon

Director at ADTADT
Board

About Suzanne Yoon

Suzanne Yoon (age 49) is an independent Class II director of ADT, appointed August 21, 2024; she is Founder and Managing Partner of Kinzie Capital Partners and currently serves as Chair of ADT’s Nominating & Corporate Governance Committee and a member of the Audit Committee (designated an “audit committee financial expert”). She holds a BA in Economics from the University of Iowa and is an Executive Scholar of Northwestern University’s Kellogg School of Management .

Past Roles

OrganizationRoleTenureCommittees / Impact
Kinzie Capital PartnersFounder & Managing Partner; Chair of Investment and Management Committees2017–presentLeads private equity firm; financial and operational value creation focus .
Versa Capital ManagementSenior rolesTransaction execution and portfolio oversight (as disclosed) .
CIT GroupSenior rolesCredit/finance leadership experience (as disclosed) .
LaSalle Bank/ABN AMROSenior rolesBanking and corporate finance experience (as disclosed) .

External Roles

OrganizationRoleNotes
National Philanthropic TrustTrustee (current); former ChairNPT manages ~$40B in donor-advised funds (as disclosed) .
Chicago BearsWomen’s Advisory Board memberFirst-ever Women’s Advisory Board .

Board Governance

  • Committee assignments: Audit Committee member (from Oct 2024; Audit now includes Winter (Chair), Gartland, Yoon, Zarmi). The Board determined Ms. Yoon qualifies as an “audit committee financial expert” and is independent under SEC and NYSE rules .
  • Chair roles: Chair, Nominating & Corporate Governance Committee (since Feb 2025; committee members: Yoon (Chair), Houston, Tiedt) .
  • Independence: ADT identifies Yoon as an independent director; all three key committees are fully independent .
  • Attendance: In 2024 the Board met seven times; each incumbent director attended at least 75% of Board and relevant committee meetings during their service period .
  • Term/tenure: Appointed as a Class II director with a term expiring at the 2025 annual meeting; nominated for re‑election at the 2025 Annual Meeting for a term expiring at the 2028 Annual Meeting .

Fixed Compensation

ComponentPolicy / Structure2024 Actual (Yoon)
Annual cash retainer (non‑employee directors)$100,000 per year, paid quarterly .$11,141 cash fees (prorated for partial year) .
Committee chair retainersAudit Chair $25,000; Compensation Chair $20,000; Nominating & Corporate Governance Chair $15,000; Lead Independent Director $25,000 .N/A for 2024 (NCG Chair role began Feb 2025) .
Annual equity award (RSUs)~$150,000 grant date fair value; one‑year vesting; pro‑rated for directors joining between annual meetings .$112,603 grant date fair value (pro‑rated); 8‑K specified $112,602.74 at appointment .

Notes: RSUs for directors generally vest after one year; Yoon, as a new appointee, received a pro‑rated equity grant consistent with policy .

Performance Compensation

FeatureApplies to Non‑Employee DirectorsDetails
Performance‑conditioned pay (EBITDA, TSR, ESG, etc.)NoDirector equity is time‑based RSUs with a one‑year vest; no performance metrics apply to director equity awards .

Other Directorships & Interlocks

CompanyRoleInterlocks/Relationships
None disclosed (public company boards)ADT discloses no other current public company directorships for Yoon; no compensation committee interlocks disclosed involving Yoon .

Expertise & Qualifications

  • Private equity leadership and value creation (Founder/Managing Partner at Kinzie Capital Partners) .
  • Finance/accounting expertise; designated “audit committee financial expert” by the Board .
  • M&A and corporate strategy experience (senior roles at Versa, CIT, LaSalle/ABN AMRO) .
  • Governance leadership (Chair, Nominating & Corporate Governance Committee) .
  • Education: BA Economics (University of Iowa); Executive Scholar, Kellogg School of Management (Northwestern) .

Equity Ownership

ItemAmountNotes
Common Stock beneficially owned (as of Mar 26, 2025)0 sharesNo reportable beneficial ownership in ADT common or Class B common stock .
Unvested RSUs outstanding (12/31/2024)15,312 unitsRSUs outstanding for Yoon as of FY2024 year‑end .
Ownership guidelines5x annual cash retainer (Independent Directors)Shares counting toward compliance include actual shares owned and unvested time‑based RSUs (stock options and unearned performance shares excluded) .
Hedging/pledging policyProhibited for employees and directors (legacy pledges grandfathered in July 2021)Insider trading policy bans hedging, short sales, and pledging by directors .

Governance Assessment

  • Positives: Independent director with deep private equity and finance background; designated audit committee financial expert; leadership as Nominating & Corporate Governance Chair; clean related‑party profile; and at least 75% meeting attendance during period of service in 2024—all supportive of board effectiveness and investor confidence .
  • Conflicts and related‑party screening: Company reports no transactions requiring disclosure under Item 404(a) involving Yoon; she signed ADT’s standard director indemnification agreement upon appointment .
  • Alignment: Director pay mix emphasizes equity via RSUs (even if time‑based), and ADT maintains stringent anti‑hedging/pledging policies and a 5x retainer stock ownership guideline for independent directors; Yoon received a pro‑rated RSU grant upon appointment and held 15,312 RSUs at year‑end 2024, with no reportable share ownership as of March 26, 2025 .

Overall: Yoon’s independence, finance expertise, and committee leadership—combined with a clean related‑party profile and improving ADT governance posture (fully independent key committees)—are constructive governance signals; monitoring future stock accumulation under director ownership guidelines will inform alignment over time .