Paula Loop
APi GroupAbout Paula D. Loop
Independent director at APi Group Corporation (APG) since March 2022; age 63. Former Assurance Partner at PricewaterhouseCoopers (PwC), where she led PwC’s Governance Insights Center, served on the Board of Partners (2017–2021), and previously led the New York Metro Regional Assurance practice; holds a B.S. in Business Administration from the University of California, Berkeley .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PricewaterhouseCoopers (PwC) | Assurance Partner; Leader, Governance Insights Center; Board of Partners member; NY Metro Regional Assurance Leader | 1983–2021; Governance Insights 2017–2021 | Deep expertise advising boards and audit committees on governance, accounting, financial reporting, sustainability, and SEC reporting |
External Roles
| Company | Role | Committee Assignments | 2024 Committee Meetings |
|---|---|---|---|
| Robinhood Markets, Inc. | Independent Director (since June 2021) | Audit (Chair); Nominating & Corporate Governance (Member) | Audit: 9; NomGov: 4 |
| Fastly, Inc. | Independent Director (since July 2021) | Audit (Member); Nominating & Corporate Governance (Member) | Audit: 13; NomGov: 4 |
Board Governance (APG)
- Independence and tenure: Independent director; director since 2022 .
- Committee assignments: Audit Committee member; Compensation Committee member; designated by the Board as an “audit committee financial expert” under SEC rules .
- Meetings and attendance: Board held 7 meetings in 2024; each incumbent director attended at least 75% of Board and applicable committee meetings; Audit met 4 times; Compensation met 3 times; Nominating & Corporate Governance met 2 times .
- Governance practices: Independent lead director (Thomas V. Milroy); executive sessions at each Board meeting with non-employee directors; majority voting for uncontested elections; director age limit 75; stock ownership requirements; anti-hedging policy .
Fixed Compensation (APG Director Pay Framework)
| Component | Policy Detail | Citation |
|---|---|---|
| Annual cash retainer | $85,000 (paid quarterly) | |
| Committee member fee | $10,000 per committee | |
| Committee chair fees | $25,000 (Audit); $20,000 (Comp & NomGov) | |
| Annual equity | RSUs with grant-date value $145,000; vests and settles one year from grant | |
| Election choice | Option to receive cash retainer/committee fees inside annual equity grant instead of cash |
| Paula Loop — 2024 Actuals | Amount ($) | Citation |
|---|---|---|
| Fees earned (cash) | 105,000 | |
| Stock awards (RSUs, grant-date fair value) | 145,009 | |
| Total | 250,009 | |
| RSUs outstanding at 12/31/2024 (count) | 3,810 |
Performance Compensation
- APG does not disclose performance-conditioned equity for directors; director equity consists of time-based RSUs that vest after one year .
Other Directorships & Interlocks
| Company | Shared Relationships/Notes | Citation |
|---|---|---|
| Robinhood Markets, Inc. | Derivative complaint filed Jan 2022 named certain directors (including Paula Loop) in claims related to IPO-era conduct; case status noted in Robinhood’s proxy; Audit Committee chaired by Loop overseeing financial reporting and E&Y engagement | |
| Fastly, Inc. | Audit and NomGov member; no disclosed related-party transactions or interlocks with APG |
Expertise & Qualifications
- Audit committee financial expert designation at APG; extensive financial literacy and experience reviewing financial statements .
- Governance, accounting, SEC reporting, and sustainability expertise from senior PwC roles .
- Current oversight roles include chairing Robinhood’s Audit Committee (9 meetings in 2024) .
Equity Ownership (APG)
| Item | Detail | Citation |
|---|---|---|
| Beneficial ownership (shares) | 10,214 | |
| RSUs outstanding (12/31/2024) | 3,810 | |
| Director stock ownership guideline | 5x annual Board retainer within 4 years of election; all directors in compliance | |
| Anti-hedging policy | Hedging and monetization transactions prohibited for directors and employees |
Compensation Committee Analysis Context (APG)
- Compensation Committee composition includes Loop (member), Milroy (Chair), Walker (member) .
- Use of independent compensation consultant Willis Towers Watson (WTW); consultant fees $52,508 for executive comp support in 2024; separate WTW business units provided insurance/retirement services ($3.8 million) — Compensation Committee determined no conflict, citing separate teams and policies .
- Compensation Committee interlocks: none disclosed .
- Say-on-Pay support strong: 98.5% (2024), 95.5% (2023), 96.5% (2022), reflecting investor alignment with pay practices overseen by the committee .
Governance Assessment
- Effectiveness: Strong audit and governance credentials; designated audit committee financial expert; dual committee service (Audit, Compensation) supports robust oversight of financial reporting and pay practices .
- Independence and engagement: Independent status; participation thresholds met; Board and committees maintain executive sessions and robust meeting cadence (Board 7; Audit 4; Comp 3; NomGov 2 in 2024) .
- Alignment and incentives: Director equity RSUs and stock ownership guidelines (5x retainer) promote alignment; Paula’s 2024 mix included $145,009 equity and $105,000 cash; anti-hedging policy prohibits misalignment behaviors .
- Potential conflicts and red flags:
- External litigation: Robinhood derivative action naming Loop among directors is a monitoring item for reputational/legal risk outside APG; no direct APG impact disclosed .
- Consultant overlap: WTW both advises the Compensation Committee and sells unrelated services to APG; committee determined no conflict after review, but ongoing independence monitoring is prudent .
- Related-party environment: Advisory Services Agreement pays $4 million annually to an affiliate of director Sir Martin E. Franklin (not independent), with renewals unless non-renewal notice given; Audit Committee pre-approves related party transactions under policy — governance oversight in place .
- Shareholder signals: Strong Say-on-Pay support (≥95%) suggests investor confidence in compensation governance; Lead Independent Director structure and majority voting standard further support board accountability .