Jeremy Liew
Affirm HoldingsAbout Jeremy Liew
Jeremy Liew, age 54 as of October 1, 2025, is a long‑tenured independent director of Affirm (director since 2013; Class III, term expiring 2026). He is a Partner at Lightspeed Venture Partners (since 2006) and previously held executive roles at Netscape, AOL, Citysearch, and IAC. The Board cites his payments/fintech domain expertise, financial expertise, operational experience, M&A, and venture investing background as core credentials .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Netscape | Executive | — | Technology/operating experience cited by AFRM |
| AOL | Executive | — | Technology/operating experience cited by AFRM |
| Citysearch | Executive | — | Technology/operating experience cited by AFRM |
| IAC | Executive | — | Technology/operating experience cited by AFRM |
AFRM provides role descriptions but not specific dates for the above employment history .
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Lightspeed Venture Partners | Partner | Since 2006 | VC/PE investor; Board highlights this as a key skillset |
| The Honest Company (former) | Director (prior 5 years) | 2011–2022 | Former public board seat; no current public company boards |
Board Governance
- Committee assignments: Chair, Compensation Committee; Member, Nominating & Governance Committee .
- Independence: Board has determined Liew is “independent” under Nasdaq standards .
- Attendance: In FY2025, each incumbent director attended at least 75% of board and applicable committee meetings; Board held 6 meetings; Compensation 6; Nominating & Governance 4 .
- Board structure: Nine directors; six independent; lead independent director is Christa S. Quarles; executive sessions held for each board meeting .
- Committee mandates: Compensation sets executive pay, oversees equity plans, succession planning (with N&G), HCM/sustainability disclosures; N&G handles director nominations, board evaluations, governance principles, CEO succession (with Comp) .
Fixed Compensation
Director compensation policy (FY2025, unchanged from June 2024 review):
| Cash Retainer/Fee | Amount |
|---|---|
| Annual cash retainer | $45,000 |
| Lead Independent Director retainer | $28,000 |
| Audit Committee – Chair / Member | $25,000 / $12,500 |
| Compensation Committee – Chair / Member | $18,000 / $9,000 |
| Nominating & Governance – Chair / Member | $10,000 / $5,000 |
Equity for non‑employee directors:
- Initial RSU grant: $500,000 grant‑date fair value; vests in three equal annual installments; change‑in‑control acceleration applies .
- Annual RSU grant: $200,000 grant‑date fair value; vests in full at next annual meeting or first anniversary; change‑in‑control acceleration applies .
- Directors may elect to take the annual cash retainer in RSUs prior to the fiscal year start .
FY2025 actual compensation – Jeremy Liew:
| Component | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 23,000 |
| Stock Awards (grant‑date fair value) | 244,939 |
| Total | 267,939 |
| RSUs Outstanding (as of 6/30/2025) | 4,523 units |
Performance Compensation
- Director equity structure: Time‑based RSUs as described above; no performance‑conditioned awards are disclosed for non‑employee directors .
Performance metric table (directors):
| Metric | Used in Director Compensation? | Notes |
|---|---|---|
| Financial/operational performance metrics (e.g., revenue, EBITDA, TSR) | No | Annual director RSUs are time‑based; no performance goals disclosed |
| Change‑in‑control treatment | Yes (acceleration) | RSUs accelerate upon CoC under policy |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None |
| Former public company boards (past 5 years) | The Honest Company (2011–2022) |
| Compensation Committee interlocks | None; no AFRM executive served on another company’s board/comp committee with reciprocal ties in past year |
Expertise & Qualifications
- Payments/Fintech, financial expertise, operational experience, business development/M&A, venture capital/private equity; public company compensation and nominating/governance committee experience .
- Board skills matrix also attributes fintech, operational, M&A, and VC/PE expertise to Liew; public company comp and nominating/governance committee experience noted at the board level .
Equity Ownership
| Holder | Class A Shares | % of Class A | Notes |
|---|---|---|---|
| Jeremy Liew | 308,713 | * | Beneficial ownership as of 9/30/2025; “*” = <1% |
| RSUs outstanding (Liew) | 4,523 units | — | As of 6/30/2025 (director table) |
| Stock ownership guidelines | 5x annual director retainer | — | Directors have 5 years to comply; RSUs count toward guidelines |
| Hedging policy | Hedging prohibited; short sales and derivatives barred | — | Applies to directors under Insider Trading Policy |
Governance Assessment
-
Positives
- Independent, long‑tenured director (since 2013) with deep fintech and VC experience; chairs Compensation Committee, indicating strong governance responsibility and board trust .
- Active governance program: Stock ownership guidelines for directors (5x retainer), clawback policy (effective Dec 1, 2023), executive sessions each board meeting, majority independent board .
- FY2025 attendance threshold met (≥75% of board/committee meetings), with clear committee workload disclosure (Board 6; Comp 6; N&G 4) .
- Director pay mix is equity‑heavy, aligning with shareholder interests (FY2025: $244,939 stock awards vs $23,000 cash) .
-
Watch items
- Director RSUs are time‑based (no explicit performance metrics) and accelerate on change‑in‑control—typical but not performance‑conditioned; investors may prefer performance‑linked equity for enhanced alignment .
- Related‑party transactions exist at AFRM (e.g., Lead Bank arrangement tied to another director), though none are attributed to Liew; continued monitoring of related‑party exposures is prudent .
- Individual attendance percentages are not disclosed beyond the ≥75% threshold .
-
Conflicts/Related Parties
- The proxy’s related‑party section details transactions with Lead Bank and other entities; no related‑party transactions are disclosed involving Liew or Lightspeed Venture Partners .
-
Independence & Interlocks
- Board affirms Liew’s independence; no compensation committee interlocks disclosed .