Dana Jones
About Dana Jones
Independent director of Agilysys (AGYS) since 2019; age 50. She is CEO and President of RealPage, Inc. (since Aug 2021) and holds a BSE in Industrial & Operations Engineering from the University of Michigan, Summa Cum Laude. The Board determined she is independent; she also qualifies as an Audit Committee Financial Expert. Attendance met Board policy threshold (no director <75% in FY2025).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| RealPage, Inc. | Chief Executive Officer & President | Aug 2021–present | Leads global enterprise software company; also Board member |
| Sparta Systems (acquired by Honeywell) | Chief Executive Officer | Mar 2018–Mar 2021 | Led EQMS software leader through sale to Honeywell |
| Active Network | Chief Executive Officer | 2016–2017 | Led activity and event management software company |
| Sabre Airline Solutions | Chief Marketing Officer & SVP, Products | 2012–2017 | Commercial and product leadership at global airline software provider |
| Noesis Energy | Co‑founder; EVP Product/Sales/Marketing/Ops | Prior to 2012 | Early-stage energy software leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| RealPage, Inc. | Director | 2021–present | Serves on RealPage Board alongside CEO role |
| Zapata Computing | Director | Jun 2021–Oct 2024 | Board service at enterprise software company for quantum applications |
Board Governance
- Independence: Independent director (affirmed May 2025).
- Audit Committee Financial Expert: Yes (SEC definition).
- Attendance: Board held 7 meetings in FY2025; no director attended <75%.
- Executive sessions: Independent directors meet regularly in executive session.
| Committee (FY2025) | Role | FY2025 meetings |
|---|---|---|
| Compensation Committee | Chair | 4 |
| Audit Committee | Member | 8 |
| Nominating & Corporate Governance | Not a member | 3 (committee met) |
| Cybersecurity Risk Subcommittee (of Audit) | Not a member | 4 (subcommittee met; members were Jerry Jones and John Mutch) |
Compensation Committee interlocks: None (no interlocking relationships; no related-person transactions among committee members).
Fixed Compensation
Policy (FY2024 framework; no meeting fees):
- $40,000 annual cash retainer for directors; $10,000 per committee membership; $12,500 for Compensation Chair; $15,000 for Audit Chair; $7,500 for Nominating Chair; $35,000 for Board Chair; equity award targeted at $100,000; no per‑meeting fees.
Cash actually paid to Dana Jones:
| Fiscal Year | Cash Fees ($) | Notes |
|---|---|---|
| FY2024 | 72,500 | Sum consistent with policy: director retainer, two committee memberships, Comp Chair |
| FY2025 | 72,500 | Unchanged YoY; no meeting fees |
Performance Compensation
Annual director equity grants (time‑based restricted shares; not performance‑conditioned):
| Fiscal Year | Grant Date | Instrument | Shares Granted | Grant-date Price | Fair Value | Vesting |
|---|---|---|---|---|---|---|
| FY2024 | May 24, 2023 | Restricted Shares | 1,435 | $69.65 | $100,000 | Vested Mar 31, 2024 |
| FY2025 | May 21, 2024 | Restricted Shares | 968 | $103.30 | $100,000 | Vested Mar 31, 2025 |
Notes:
- Director equity was granted under Company equity plans; pro‑rata retirement vesting provided; dividends not specified for directors; no meeting fees paid.
Other Directorships & Interlocks
| Company | Role | Potential Interlocks/Conflicts |
|---|---|---|
| RealPage, Inc. | CEO & Director | No AGYS related‑party transactions disclosed involving Ms. Jones or her affiliates since Apr 1, 2024. |
| Zapata Computing | Former Director (through Oct 2024) | No AGYS related‑party transactions disclosed. |
Compensation Committee Interlocks: None (no AGYS executive served on another company’s comp committee that employed Ms. Jones; and Ms. Jones not an AGYS officer).
Expertise & Qualifications
- Enterprise software CEO with cloud/SaaS scale‑up experience; prior CEO roles at Sparta Systems and Active Network; senior product/commercial roles at Sabre.
- Audit Committee Financial Expert; strong finance and governance literacy.
- Education: BSE in Industrial & Operations Engineering, University of Michigan, Summa Cum Laude.
Equity Ownership
As of record date July 9, 2025:
| Metric | Value |
|---|---|
| Beneficially owned common shares | 16,666 (<1% of class) |
| RSUs excluded from beneficial ownership table | 973 RSUs excluded by footnote |
| Ownership guidelines | Directors must hold 6x annual cash retainer within 5 years |
| Compliance status | All directors (including Ms. Jones) met prescribed ownership levels as of May 2025 |
No pledging or hedging disclosures specific to Ms. Jones; Company states it does not have policies restricting hedging by employees/directors (governance weakness relative to peers).
Say‑on‑Pay & Shareholder Feedback (context for Comp Chair role)
| Year | Say‑on‑Pay Approval |
|---|---|
| 2023 (voted at 2023 AGM, disclosed in 2024 proxy) | ~99% approval |
| 2024 (voted at 2024 AGM, disclosed in 2025 proxy) | ~98% approval |
Strong support for executive pay program under a committee chaired by Ms. Jones.
Governance Assessment
Strengths
- Independent director; Audit Committee Financial Expert; serves as Comp Committee Chair—enhances board oversight of pay and financial reporting.
- Active engagement: serves on two key committees; board/committee attendance met policy in FY2025.
- Director pay structure balances cash and equity; equity vests annually, aligning with shareholders; stable YoY mix with $100k equity each of FY2024/FY2025.
- Ownership alignment: met stringent 6x retainer stock ownership guideline; holds 16,666 shares, plus RSUs outstanding.
Watch items / potential red flags
- Company discloses no hedging policy for directors/employees—uncommon and viewed as a governance gap; investors often prefer explicit prohibitions on hedging/pledging.
- Compensation Committee did not engage an external consultant in FY2024 or FY2025—can be acceptable, but some investors prefer periodic independent benchmarking given rapid growth and M&A.
No related‑party transactions or conflicts disclosed involving Ms. Jones (FY2025).