Franklin Hobbs
About Franklin W. Hobbs
Franklin W. Hobbs is the independent, non‑executive Chair of Ally’s Board, serving since 2009 (age 77). He holds an AB from Harvard College and an MBA from Harvard Business School, with a career spanning CEO roles in investment banking and telecom and senior leadership across M&A and restructuring .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ribbon Communications Inc. | President & CEO | Dec 2017 – Nov 2019 | Led tech/telecom operations and digital transition |
| One Equity Partners LLC | Advisor | Since 2004 | Strategic investing/advisory in financial services |
| Houlihan Lokey Howard & Zukin | Chief Executive Officer | Not disclosed | Oversaw M&A and corporate restructuring advisory |
| UBS AG, Warburg Dillon Read Inc. | Chairman | Not disclosed | Led investment banking unit |
| Dillon, Read & Co. Inc. | President & CEO | Not disclosed | Ran investment banking franchise |
| BAWAG P.S.K. | Chairman, Supervisory Board | Mar 2013 – Mar 2017 | Oversight of European bank governance and risk |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Current public company boards | None | N/A | No outside public company directorships currently |
| Amherst Holdings LLC (private) | Director | Not disclosed | Private company board service |
| Basin Holdings LLC (private) | Director | Not disclosed | Private company board service |
| Molson Coors Brewing Company | Director | 2005 – May 2020 | Former public company directorship |
| Ribbon Communications Inc. | Director | Dec 2017 – Nov 2019 | Former public company directorship |
| BAWAG P.S.K. | Chairman, Supervisory Board | Mar 2013 – Mar 2017 | Prior EU bank supervisory leadership |
Board Governance
- Role: Independent, non‑executive Chair; presides at Board meetings; serves as liaison between independent directors and management; ensures adequate deliberation; maintains governance flexibility to adjust leadership structure as needed .
- Independence: Board affirmatively determined Hobbs is independent under NYSE and SEC standards; review found no Item 404(a) related‑person transactions requiring disclosure and no relationships interfering with independent judgment .
- Committee assignment: Member, Compensation, Nominating & Governance Committee (CNGC); not on Audit, Risk, Technology .
- Attendance: All directors attended the May 7, 2024 annual meeting; each nominee attended at least 75% of Board and applicable committee meetings in 2024 .
- Executive sessions: Board and committee executive sessions held regularly .
| 2024 Board/Committee | Meetings Held (2024) |
|---|---|
| Board of Directors | 9 |
| Audit Committee (AC) | 9 |
| Risk Committee (RC) | 6 |
| Technology Committee (TC) | 5 |
| CNGC | 7 |
Fixed Compensation
| Year | Fees Earned/Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| 2024 | 170,000 | 225,289 | 395,289 |
| 2023 | 170,000 | 235,024 | 405,024 |
| 2024 Non‑Employee Director Program Component | Amount | Instrument | Vesting |
|---|---|---|---|
| Annual Cash Retainer | 90,000 | Cash | Quarterly installments |
| Annual Equity Retainer | 145,000 | Director DSUs | Vests immediately; settles in common stock upon Board departure |
| Board Chair (additional) – Cash | 60,000 | Cash | Quarterly installments |
| Board Chair (additional) – Equity | 90,000 | Director DSUs | Same as DSUs above |
| Committee Chair Cash Retainer | 50,000–60,000 (CNGC $50k; AC/RC $60k; TC $50k) | Cash | Quarterly installments |
| Committee Member Cash Retainer | 20,000 | Cash | Quarterly installments |
- Deferrals: Directors may defer 0–100% of cash retainers (in 25% increments) into fully vested DSUs or a cash account earning Ally Bank online savings average rate; DSUs determined by grant‑date fair value .
Performance Compensation
- Director pay is not tied to operating performance metrics; equity is delivered via immediately‑vested Director DSUs designed for long‑term alignment (settle at departure) .
- CNGC annually reviews director compensation using independent consultant FW Cook to ensure program competitiveness and alignment .
Other Directorships & Interlocks
- Current public company directorships: None (reduces potential interlocks) .
- Governance commitment limits: Non‑officer directors limited to 3 outside public boards; AC members limited to 2 audit committees; all nominees meet limits .
Expertise & Qualifications
- Extensive leadership in financial services, banking, corporate restructuring, and M&A; deep understanding of technology and digital innovation, finance, and risk frameworks .
- Board composition overview confirms mix of tenures and skills; Hobbs’ tenure since 2009; age 77 .
Equity Ownership
| Holder | Shares of Common Stock | Stock‑Settled Units | Total Beneficial Ownership |
|---|---|---|---|
| Franklin W. Hobbs | 15,000 | 132,571 | 147,571 |
- Ownership concentration: Each director owns less than 1% of outstanding common shares; directors and executive officers as a group own <1% .
- Director DSU balance detail (as of Dec 31, 2024): Annual equity grant 5,718; total DSUs 132,571 .
- Anti‑hedging/anti‑pledging: Directors and specified associates are prohibited from hedging Ally securities, short sales, speculative derivatives, pledging as collateral, and non‑same‑day limit orders (excludes plan transactions) .
| Director DSU Balances (12/31/2024) | Annual Equity Grant (#) | NED Deferred Stock (#) | Prior Year DSU Total | Total DSUs (#) |
|---|---|---|---|---|
| Franklin W. Hobbs | 5,718 | — | 126,853 | 132,571 |
Governance Assessment
- Board effectiveness and independence: Hobbs serves as independent Chair with clear responsibilities separating oversight from management; independence affirmed after review of transactions with no Item 404(a) disclosures, supporting investor confidence .
- Engagement and attendance: Full director attendance at the 2024 annual meeting and ≥75% attendance at Board/committee meetings signals active oversight; Board/committee executive sessions held regularly .
- Alignment via compensation and ownership: Chair cash/equity premia reflect added responsibilities; DSUs vest immediately but settle on departure, promoting long‑term alignment; optional deferrals into DSUs/cash underscore prudent governance .
- Risk controls and conflicts: CNGC oversees related‑person transactions and public policy/sustainability matters; anti‑hedging/pledging policies for directors mitigate misalignment and collateral‑risk red flags .
- RED FLAGS: None disclosed. Independence affirmed; no related‑party transactions requiring disclosure; hedging/pledging prohibited; no current public company board commitments that would stress capacity .
Net read‑through: Hobbs’ long tenure and sector depth (banking/M&A/restructuring) as independent Chair, combined with conservative director pay structure (cash + DSUs) and strict personal trading restrictions, supports governance stability and alignment; absence of current public interlocks and clean related‑party review reduce conflict risk .