Robert Schriesheim
About Robert A. Schriesheim
Robert A. Schriesheim (age 64) is an independent Class I director of Alight (ALIT), first appointed in 2025 and elected at the June 4, 2025 annual meeting for a term expiring at the 2028 Annual Meeting . He is chairman of Truax Partners LLC, has served as CFO of four public companies (including Hewitt Associates, Alight’s predecessor), and has held 12 total public company directorships; he holds an AB in Chemistry from Princeton and an MBA from the University of Chicago Booth School of Business, where he is an adjunct associate professor of finance . The Board has affirmatively determined he is independent under NYSE rules, and he qualifies as an “audit committee financial expert” under SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sears Holdings | EVP & Chief Financial Officer | 2011–2016 | Senior finance leadership at a broad-based retailer |
| Hewitt Associates (Alight predecessor) | SVP & Chief Financial Officer | Until 2010 (acquired by Aon in 2010) | CFO of predecessor company to Alight |
| Lawson Software | EVP, CFO & Director | 2006–2009 (acquired by Golden Gate/Infor in 2010) | Public company director and CFO of ERP/software firm |
| Frontier Communications (FYBR) | Chair, Finance Committee | 2019–2021 | Chaired finance oversight at telecom services provider |
External Roles
| Organization | Role | Tenure/Status | Committees/Impact |
|---|---|---|---|
| Houlihan Lokey (HLI) | Lead Independent Director; Audit Committee Chair | Current | Leads independent board oversight; chairs audit |
| Skyworks Solutions (SWKS) | Director | Current | Member, Audit and Compensation Committees |
| University of Chicago Booth | Adjunct Associate Professor of Finance | Current | Academic appointment in finance |
Board Governance
- Committees at Alight: Audit Committee member and Compensation Committee member; designated as an audit committee financial expert .
- Independence: Board determined Schriesheim meets NYSE independence criteria (director independence affirmed) .
- Board/Committee activity context: In 2024, Board held 31 meetings; Audit met 8 times; Compensation met 7 times; Nominating and Corporate Governance met 7 times. All incumbents attended ≥75% of meetings except one director (Denise Williams, 71%); Schriesheim joined in 2025, so 2024 attendance does not apply to him .
- Director election support (2025): Received 457,446,351 votes “For,” 1,440,748 “Withheld,” with 30,346,326 broker non-votes, indicating strong shareholder support .
Committee Assignments (2025)
| Committee | Role | 2024 Meetings (context) |
|---|---|---|
| Audit | Member; Audit Committee Financial Expert | 8 meetings in 2024 |
| Compensation | Member | 7 meetings in 2024 |
Fixed Compensation
| Compensation Element | Fiscal 2024 & Q1 2025 Annual Amount | As of Q2 2025 Annual Amount |
|---|---|---|
| Board member cash retainer | $70,000 | $85,000 |
| Board member annual equity grant | $150,000 | $200,000 |
| Chair of the Board cash retainer | $300,000 | $200,000 |
| Chair of the Board equity grant | N/A | $200,000 |
| Committee chair retainers | $30,000 Audit; $20,000 other committees | $30,000 Audit; $20,000 other committees |
| Committee member retainers | $15,000 Audit; $10,000 other committees | $15,000 Audit; $10,000 other committees |
- Cash retainers are paid quarterly; non‑employee directors may elect to receive fully vested shares in lieu of cash (or split cash/shares) .
- Note: Schriesheim joined March 1, 2025 and received pro rata payments for March 2025 based on the updated non‑employee director compensation program .
Performance Compensation
| Item | Details |
|---|---|
| Director equity design | Time‑vested RSUs; vest on first anniversary of the grant date, subject to continued service (with customary exceptions for death, disability, qualifying terminations around change‑in‑control) |
| Performance metrics | None disclosed for directors; RSUs are time‑based (no performance‑based director equity metrics disclosed) |
Other Directorships & Interlocks
| Company | Relationship to Alight | Notes |
|---|---|---|
| Houlihan Lokey (HLI) | No related‑party transaction disclosed | Current lead independent director and audit chair |
| Skyworks Solutions (SWKS) | No related‑party transaction disclosed | Current director; Audit and Compensation member |
- Related‑party policy and oversight: Transactions involving director‑affiliated entities require Audit Committee pre‑approval with interested directors recused; 2024 examples involved entities affiliated with other directors (e.g., Foley; FNF revenue ~$2.7M; purchases ~$0.2M), not Schriesheim .
Expertise & Qualifications
- Financial expertise: Audit committee financial expert; extensive CFO experience across four public companies .
- Board skills matrix: Schriesheim is credited with Financial Control/Audit, Risk Management, Corporate Governance, Technology/Product Development, Privacy & Security, People & Culture, Senior Leadership, and Industry Knowledge & Experience .
- Transformational leadership: Leads complex transformations via Truax Partners; prior chair of Frontier Communications’ finance committee .
- Education: AB, Princeton; MBA, Chicago Booth (business economics and finance) .
Equity Ownership
| Holder | Shares of Class A | % of Class A | Class V Shares | % of Class V | As‑of Date |
|---|---|---|---|---|---|
| Robert A. Schriesheim | 22,092 | <1% | — | — | April 7, 2025 |
- Ownership guidelines: Non‑employee directors must hold equity equal to 5x retainer (10x for Chair); directors have five years to comply and must retain 100% of after‑tax shares until compliant; all non‑employee directors have achieved minimums or are working toward compliance within five years .
- Hedging/pledging: Prohibited without exceptional Board pre‑clearance; the Board has not received any pre‑clearance requests for hedging or pledging by a director or executive .
Governance Assessment
-
Strengths
- Independent director; serves on Audit and Compensation; designated audit committee financial expert, bolstering financial oversight .
- Significant shareholder support in 2025 director election (457.4M votes “For” vs. 1.44M “Withheld”) signaling investor confidence .
- Robust alignment policies: director stock ownership guidelines (5x retainer), anti‑hedging/anti‑pledging policy, and Dodd‑Frank‑compliant clawback policy adopted Oct 2023 .
- Extensive prior CFO and board experience (12 public boards) and relevant sector/technology oversight skills per Board matrix .
-
Potential Risks/Considerations
- Multiple external commitments (current roles at HLI and SWKS) warrant routine monitoring for bandwidth, though no overboarding concern or policy breach is indicated in Alight’s proxy .
- Related‑party exposure: none disclosed related to Schriesheim; Alight discloses and pre‑approves transactions involving other director‑affiliated entities through the Audit Committee .
-
Investor Signals
- 2025 Say‑on‑Pay passed (432.9M “For,” 25.8M “Against,” 0.15M “Abstain,” 30.3M broker non‑votes), suggesting constructive sentiment toward compensation governance .
- Director compensation program increased retainer and equity for non‑employee directors effective Q2 2025, with optional equity in lieu of cash supporting alignment (note: Schriesheim received pro rata March 2025 under the updated program) .
No red flags identified specific to Schriesheim: independence affirmed; no related‑party transactions involving him disclosed; hedging/pledging prohibited and no pre‑clearance sought; Section 16 filings reported timely in 2024 for directors/officers generally (exception noted for another director) .