Sandra Buchanan
Director at ANGI
Board
About Sandra Buchanan
Sandra Buchanan, age 60, is an independent Class II director at Angi, serving since November 2021. She is Managing Director and Chief Human Resources Officer at GCM Grosvenor, with oversight of global HR and office/real estate services, and sits in the firm’s Office of the Chairman as well as its Sustainability and Culture committees. She holds a BBA in Finance and Sociology from Baruch College and an MBA in Marketing from the University of Michigan; current non-profit board roles include The Harlem School of the Arts (Investment Committee) and The Thurgood Marshall College Fund (Finance Committee) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| JPMorgan Chase & Co. | Talent leadership | 1998–2006 | Talent management and acquisition leadership |
| Goldman Sachs & Co. LLC | Talent Management/Talent Acquisition leadership | 2006–2013 | Global talent leadership roles |
| Bank of America Merrill Lynch | Global Head of HR, Corporate & Investment Banking | 2013–2018 | Led HR for CIB globally |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| GCM Grosvenor | Managing Director, Chief Human Resources Officer | May 2018–present | Member, Office of the Chairman; Sustainability and Culture committees; oversees global HR and office/real estate |
| The Harlem School of the Arts | Director | Ongoing | Investment Committee |
| Thurgood Marshall College Fund | Director | Ongoing | Finance Committee |
Board Governance
- Committee assignments: Compensation and Human Capital Committee member; the committee’s 2024 membership comprised Thomas R. Evans (Chair), Sandra Buchanan, Alesia J. Haas, and Suzy Welch .
- Independence: The Board determined Buchanan is independent under Nasdaq rules; no relationships were identified that would interfere with independent judgment .
- Attendance and engagement: The Board met 6 times (plus 3 written consents) and the Compensation and Human Capital Committee met 5 times (plus 11 written consents) in 2024; all incumbent directors attended at least 75% of Board and committee meetings .
- Executive sessions and structure: Independent directors meet in executive session at least twice yearly; Angi does not have a lead independent director .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual Director Retainer (cash) | $50,000 | Paid quarterly, in arrears |
| Compensation & Human Capital Committee Member Retainer | $5,000 | Applies to committee members (incl. Buchanan) |
| Total Cash Fees Earned (2024) | $55,000 | Reflects retainer + committee fee |
Additional program elements:
- Audit Committee member retainer $10,000; Audit Chair additional $20,000; Compensation & Human Capital Chair additional $20,000 .
- Effective March 31, 2025, Nominating & Corporate Governance Committee member retainer $5,000; Chair $20,000 .
Performance Compensation
| Item | 2024 Value | Vesting | Change-in-Control | Notes |
|---|---|---|---|---|
| Annual Director RSU Grant | $249,993 | Equal installments over 3 years | Full acceleration of unvested RSUs | Directors may elect to defer vesting/settlement; forfeiture of unvested RSUs upon termination |
| Unvested RSUs held (12/31/2024) | 266,340 | Time-based | N/A | Count does not reflect the 1-for-10 reverse split |
No director performance metrics (e.g., revenue/EBITDA/TSR) are tied to director equity; awards are time-based RSUs .
Other Directorships & Interlocks
| Company/Organization | Role | Public Company? | Potential Interlock/Conflict |
|---|---|---|---|
| None disclosed (public co. boards) | — | — | — |
| GCM Grosvenor | MD & CHRO | Private role | No related-party transactions disclosed with Angi; independence affirmed |
| The Harlem School of the Arts | Director | Non-profit | None disclosed |
| Thurgood Marshall College Fund | Director | Non-profit | None disclosed |
Expertise & Qualifications
- Human capital leadership: Extensive HR/talent management experience across major financial institutions; current CHRO of a global alternatives firm .
- People strategy and culture: Committee oversight at GCM Grosvenor aligns with Angi’s Compensation and Human Capital Committee remit, including workplace conduct risk oversight per committee charter .
- Board-level governance literacy: Service on a key board committee; independence status .
Equity Ownership
| Measure | As of Date | Amount | Notes |
|---|---|---|---|
| Beneficial ownership (Class A shares) | Record date Apr 21, 2025 | — | Less than 1% of class (“*”); table includes shares and options vesting within 60 days; Buchanan shows “—” |
| Unvested Angi RSUs | Dec 31, 2024 | 266,340 | Pre-reverse-split count |
| Hedging/Pledging | Policy | Prohibited | Company-wide bans on hedging, short sales, and pledging apply to directors |
| Director ownership guidelines | 2025 Proxy | Not disclosed | Stock ownership policy disclosed for NEOs only; no director-specific guidelines noted |
Insider Trades
| Year | Form 4 Activity | Notes |
|---|---|---|
| 2024 | None noted for Buchanan | Section 16(a) review identifies delinquent filings for other directors/officers, not Buchanan |
Governance Assessment
-
Strengths:
- Independent director with deep HR and talent expertise; on Compensation and Human Capital Committee that oversees executive pay and workplace conduct risks .
- Engagement evidenced by committee activity; Board reports ≥75% attendance for incumbents in 2024 .
- No related-party transactions or independence-impairing relationships identified; hedging/pledging prohibited, reducing alignment risks .
-
Watch items / RED FLAGS:
- Low direct ownership: no beneficial Class A share holdings reported as of the 2025 record date (though holding unvested RSUs); may limit “skin-in-the-game” optics versus investor preferences for director ownership .
- No lead independent director at Angi, which can be viewed as a governance weakness by some investors given executive chair structure .
- Director ownership guidelines not disclosed; best-practice boards often articulate director ownership minimums (Angi’s policy focuses on NEOs) .
-
Implications:
- Buchanan’s HR expertise is additive to compensation oversight and culture risk management; continued monitoring of director ownership posture post-spin and any evolution in Angi’s director ownership guidelines would be prudent .