Dianne Neal Blixt
About Dianne Neal Blixt
Independent director at Ameriprise Financial since 2014; age 65. Former EVP and CFO of Reynolds American Inc. (2004–2007) and R.J. Reynolds Tobacco Holdings, Inc. (2003–2004), with prior roles at Reynolds American and subsidiaries beginning in 1988. Education: MBA and BS, University of North Carolina at Greensboro. Core credentials include public company financial operations and controls, M&A, expense management, regulatory relations, and investor communications .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Reynolds American Inc. | Executive Vice President & Chief Financial Officer | 2004–2007 | Senior financial leadership; public company controls and investor communications |
| R.J. Reynolds Tobacco Holdings, Inc. | Executive Vice President & Chief Financial Officer | 2003–2004 | Senior financial leadership |
| Reynolds American Inc. & subsidiaries | Various roles of increasing responsibility | 1988–2003 | Progressive finance/operations expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Scandinavian Tobacco Group | Director | 2016–present | Current public directorship |
| Triad Business Bank | Director | 2020–present | Current public directorship |
| Lorillard, Inc. | Former Director | 2011–2015 | Prior public company board |
| LandAmerica Financial Group, Inc. | Former Director | Not disclosed | Prior board |
| Metavante Technologies, Inc. | Former Director | Not disclosed | Prior board |
| Southern Community Bank and Trust | Former Director | Not disclosed | Prior board |
| Winston-Salem Police Foundation | Board member | Not disclosed | Non-profit governance |
| Reynolda House Museum of American Art | Trustee | Not disclosed | Non-profit governance |
| National Sports Media Association | Former Director & Former Chair | Not disclosed | Non-profit governance |
Board Governance
- Committee assignments (2024): Chair, Compensation & Benefits; Member, Audit & Risk; Member, Executive. Audit & Risk met 11x (all members independent and financially literate; Blixt designated Audit Committee Financial Expert); Compensation & Benefits met 7x (all members independent); Executive Committee met as needed (no meetings in 2024; independent members) .
- Independence and attendance: Independent director; all current director nominees attended all Board and committee meetings in 2024; all directors attended the 2024 Annual Meeting of Shareholders; independent directors customarily meet in executive session at each regularly scheduled Board meeting .
- Tenure and leadership: Director since 2014; serves on the Board’s Executive Committee alongside the chairs of Audit & Risk, Compensation & Benefits, and Nominating & Governance; Lead independent/presiding director is Robert F. Sharpe, Jr. (context) .
- Outside board commitments policy: Directors generally limited to four public company boards (including Ameriprise); audit committee service limited to three public company audit committees; directors must pre-clear new boards with Nominating & Governance .
- Director ownership guideline: Recommended holdings equal to 5x annual cash retainer within five years; all directors with ≥5 years on the board are in compliance; hedging and pledging are prohibited .
Fixed Compensation
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Annual Cash Retainer | 110,000 | Standard for outside directors |
| Compensation & Benefits Chair Retainer | 20,000 | Chair receives +$20k (total committee retainer $30k) |
| Committee Member Retainers | 25,000 | Sum across committees; Audit $15k, Comp $10k, N&G $10k; no retainer for Executive Committee |
| Meeting Fees | 0 | No Board or committee meeting fees |
| All Other Compensation | 0 | Perquisites under $10k; SEC does not require disclosure |
Total 2024 director compensation (cash + equity): $345,000 .
Performance Compensation
| Equity Vehicle (2024) | Grant Date Fair Value ($) | DSUs Credited in 2024 (Units) | Breakdown | DSU Balance 12/31/2024 (Units) |
|---|---|---|---|---|
| Annual Equity Retainer (DSUs) | 190,000 | 611 | 460 annual grant; 151 reinvested deemed dividends | 12,036 |
- DSU plan features: Directors receive annual DSUs; may elect to defer cash retainers into DSUs or a cash account; deemed dividends are reinvested in additional DSUs; distributions occur after end of service (single payment in shares), with elective schedules for cash deferrals; change-in-control triggers immediate distribution (equity in shares; cash deferrals in cash or shares if invested in DSUs) .
- 2025 change: Annual equity retainer increased to $210,000 effective at the 2025 Annual Meeting; other program elements unchanged .
Other Directorships & Interlocks
- Compensation Committee interlocks: None. No member of the Compensation & Benefits Committee is a former/current Ameriprise officer/employee or an executive officer of another company where an Ameriprise executive serves as a director .
- Executive consultant independence: Semler Brossy serves as independent compensation consultant; the committee annually assesses and determined in Feb. 2025 that no conflict of interest exists under SEC/NYSE factors .
Expertise & Qualifications
- Skills: Public company financial operations/controls; M&A; expense management; regulatory relations; investor communications .
- Education: MBA and BS, University of North Carolina at Greensboro .
- Audit competency: Designated Audit Committee Financial Expert under SEC rules .
Equity Ownership
| Measure (as of March 3, 2025 unless noted) | Value |
|---|---|
| Common Shares Owned | 1,000 |
| DSUs/RSUs | 12,069 |
| Total Shares + DSUs/RSUs | 13,069 |
| Percent of Class | <1% |
| Dollar Value of Equity Holdings | $6,951,544 |
| Hedging/Pledging | Prohibited; none of directors’/executives’ shares pledged |
| Ownership Guideline Compliance | Directors ≥5 years are in compliance with 5x cash retainer guideline |
Insider Trades
| Date | Filing | Security/Type | Notes |
|---|---|---|---|
| Apr 30, 2025 | Form 4 | Ameriprise Financial (AMP) | Filed by Dianne Neal Blixt; consistent with annual DSU grant timing |
| Apr 24–26, 2024 | Form 4 | Ameriprise Financial (AMP) | Filed for DSU grant around Annual Meeting; signature via proxy |
Governance Assessment
- Strengths: Long-tenured independent director with CFO background; chairs Compensation & Benefits; designated Audit Committee Financial Expert; perfect 2024 attendance; robust director ownership (>$6.9M); strict prohibition of hedging/pledging; director pay structured primarily as equity DSUs with clear, market-aligned policy; strong say-on-pay support (89% in 2024) .
- Potential conflicts/related-party exposure: Proxy discloses ordinary-course transactions for directors (e.g., margin loans from subsidiaries, financial services) on market terms; no material related-person transactions disclosed involving Blixt; Board limits outside commitments and audit committee service to manage conflicts/time risk .
- Engagement and effectiveness: Independent directors hold executive sessions; Nominating & Governance oversees board composition, CSR, and director compensation; Blixt’s committee roles (Comp Chair; Audit member) indicate deep involvement in pay governance, risk oversight, and succession planning .
RED FLAGS: None disclosed in proxy regarding attendance, related-party transactions, hedging/pledging, or compensation anomalies for Blixt .