Félix Matos Rodríguez
About Félix V. Matos Rodríguez
Félix V. Matos Rodríguez (age 63 as of April 1, 2025) has served on AMG’s Board since January 2021; he is Chancellor of the City University of New York (CUNY), holds a B.A. from Yale and a doctorate in history from Columbia, and is considered independent under NYSE standards . His board qualifications center on leading large, decentralized human‑capital organizations and innovation in academia and the public sector .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| City University of New York (CUNY) | Chancellor | Since May 2019 | Leads a large, decentralized academic system |
| CUNY – Queens College | President | Prior to May 2019 (dates not disclosed) | Academic leadership |
| CUNY – Hostos Community College (Bronx) | President | Prior to Queens College (dates not disclosed) | Academic leadership |
| Commonwealth of Puerto Rico | Cabinet Secretary | Dates not disclosed | Senior public sector administration |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| Research Foundation CUNY | Board & Executive Committee Chair | Current | Oversight of research funding and operations |
| NYC Regional Economic Development Council | Co-Chair | Current | Public-policy and regional growth initiatives |
| American Council on Education (ACE) | Chair of Board of Directors | Current | National higher education leadership |
| Phipps Houses | Board Member | Current | Non-profit housing organization |
| United Way of New York City | Board Member | Current | Non-profit social impact |
| Association for a Better New York (ABNY) | Board Member | Current | Civic organization |
| Research Alliance for NYC Schools | Steering Committee Member | Current | Education research collaboration |
Board Governance
- Committees: Compensation Committee member; Nominating and Governance Committee member .
- Independence: Determined independent; Board found no director‑related transactions and reviewed charitable ties below thresholds (≤$120,000 or ≤1% of org revenue) .
- Attendance and engagement: Board met 6 times in 2024; directors averaged 100% attendance across Board and committee meetings; independent directors meet in executive sessions led by the independent Board Chair .
- Committee activity: Compensation Committee held 5 meetings; Nominating & Governance Committee held 4 meetings in 2024 .
- Election/tenure structure: Annual majority vote standard; resignation policy for incumbent not re‑elected .
- Overboarding: Only one director serves on additional public company boards; AMG adopted formal overboarding policy in 2024 .
Fixed Compensation
| Component | FY 2024 | Notes |
|---|---|---|
| Base annual cash fee | $100,000 | Approved increase of $20,000 effective FY2024 |
| Committee membership fees (Comp; Nominating & Governance) | $17,000 + $17,000 = $34,000 | Not a committee chair |
| Fees earned or paid in cash (reported) | $134,000 | Matches base + committee fees |
| All other compensation | $10,000 | Matching contributions under gift‑matching program |
| Total director compensation | $344,150 | Cash + stock awards + other |
Design notes: No meeting fees; chair receives chair fee in lieu of committee fee; equity awards vest over one year; annual equity $200,000 RSUs .
Performance Compensation
| Equity Instrument | Grant Date | Grant Date Fair Value ($) | Vesting | Units/Status |
|---|---|---|---|---|
| RSU (annual director grant) | Feb 5, 2024 | $100,109 | Full vest over one year ending Mar 5, 2025, subject to service; dividends deferred until delivery | Number of units determined by grant‑date FMV |
| RSU (annual director grant) | Jul 29, 2024 | $100,042 | Full vest over one year ending Aug 15, 2025, subject to service; dividends deferred until delivery | Number of units determined by grant‑date FMV |
| Unvested RSUs (as of 12/31/2024) | — | — | — | 3,281 shares |
| Stock options held (as of 12/31/2024) | — | — | — | 1,195 shares subject to options; no 2024 option grants to independent directors |
No director performance‑conditioned equity disclosed; RSUs are time‑based with one‑year vesting; dividends accrue but pay at delivery and are forfeited if vesting not met . Equity awards align to shareholder value per Compensation Committee philosophy; directors may defer cash into an AMG stock tracking fund delivered in shares .
Other Directorships & Interlocks
| Company | Type | Role | Notes |
|---|---|---|---|
| — | Public company | — | The proxy’s nominee table lists “Other Public Company Boards” as “—” for Dr. Matos Rodríguez (none) |
Non‑profit and academic boards listed in External Roles; no disclosed public company interlocks.
Expertise & Qualifications
- Education: B.A. Yale; Ph.D. Columbia .
- Credentials: Innovator in academia/public sector; leadership of large decentralized, human-capital organizations; governance experience through multiple boards/committees .
- Board skills context: AMG emphasizes candidates with financial understanding, capital allocation, strategy, risk, and differentiated backgrounds; Nominating & Governance oversees annual self‑assessments and individual director assessments .
Equity Ownership
| Metric | Date/As of | Value |
|---|---|---|
| Beneficial ownership (shares) | Mar 31, 2025 | 4,455 shares; <1% of outstanding |
| Unvested RSUs (shares) | Dec 31, 2024 | 3,281 shares |
| Stock options (shares subject) | Dec 31, 2024 | 1,195 shares |
| Ownership guideline for independent directors | Current | 5x base annual fees; directors and NEOs currently satisfy guidelines |
Beneficial ownership calculation excludes unvested RSUs; options counted if exercisable within measurement period; RSUs excluded if unvested/unsettled .
Governance Assessment
- Alignment and independence: Independent director, no related‑party transactions considered in independence review; charitable ties under thresholds; holds RSUs/options with one‑year vest, reinforcing alignment without excessive risk .
- Attendance and engagement: Board/committee attendance averaged 100% in 2024; regular executive sessions led by independent Board Chair support robust oversight .
- Compensation structure: Balanced cash/equity program targeted at peer‑median with proportionally higher equity linkage; annual RSU grants and optional cash deferrals into stock tracking fund increase long‑term ownership .
- Ownership guidelines: Strong director guidelines (5x base fees) with disclosed compliance; supports skin‑in‑the‑game; Dr. Matos Rodríguez reported 4,455 shares beneficially owned plus unvested RSUs and historical options .
- Potential conflicts and red flags: No public company interlocks; multiple non‑profit affiliations disclosed, but independence affirmed and contributions within thresholds—no related‑party concerns flagged . No director‑specific severance/CoC arrangements; no 2024 option grants to independent directors; no pledging/hedging concerns disclosed in proxy sections reviewed .
Overall investor confidence signal: Strong independence and attendance, modest beneficial ownership with RSU accrual, and committee roles in Compensation and Nominating & Governance indicate active involvement in pay design and board refresh; no material conflicts identified in the proxy disclosures .