Betty Vandenbosch
About Betty Vandenbosch
Independent director of Adtalem Global Education (ATGE) since 2024; age 69. Member of the Academic Quality Committee, with professional background in online and higher education leadership, including senior roles at Coursera, Purdue University Global, Kaplan University, and Case Western Reserve University. Education: BS in Computer Science; MBA (Western University); PhD in Management Information Systems (Ivey Business School, Western University). The Board has affirmatively determined she is independent under NYSE rules; directors attended at least 75% of Board/committee meetings in FY25; she also completed Stanford GSB Director’s Consortium in FY25 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Coursera, Inc. | Senior Advisor to CEO | 2022–2023 | Advised content strategy for online degree/nondegree programs |
| Coursera, Inc. | SVP & Chief Content Officer | 2020–2022 | Led content portfolio; data-driven program growth |
| Purdue University Global | Chancellor | 2018–2020 | Oversaw academics for ~30,000 mostly online students |
| Kaplan University | President | 2015–2018 | Led institution; program commercialization |
| Kaplan University | Provost | 2013–2014 | Academic leadership |
| Case Western Reserve University | Associate Dean (Executive Education; External Relations) | 1993–2008 | Academic and external engagement leadership |
External Roles
| Category | Organization | Role | Status |
|---|---|---|---|
| Public company boards | — | — | None listed in proxy nominee summary |
| Nonprofit/academic boards | — | — | Not disclosed in accessible excerpt |
Board Governance
| Item | Details |
|---|---|
| Board meetings in FY25 | 5 (4 regular, 1 special); executive sessions at each regular meeting, led by Lead Independent Director |
| Committee membership | Academic Quality Committee member; 4 meetings in FY25 |
| Independence | Independent director (Board determined all non-employee nominees except Beard and Wardell are independent) |
| Attendance | Each director attended at least 75% of Board and committee meetings during their service in FY25 |
| Continuing education | Stanford GSB Director’s Consortium (Vandenbosch); PwC Directors Exchange (Burke) |
| Lead Independent Director | Role defined with agenda-setting, liaison duties, information flow oversight; executive sessions presided over by Lead Independent Director |
Fixed Compensation
| Component | FY25 Amount | Notes |
|---|---|---|
| Annual cash retainer | $85,000 | Paid quarterly to non-employee directors |
| Committee chair fees | $12,500–$25,000 | Audit & Finance Chair $25,000; Compensation Chair $17,500; other chairs $12,500; Vandenbosch is not a chair |
| Lead Independent Director fee | $35,000 (prorated) | Applies to Malafronte; not applicable to Vandenbosch |
| Cash fees earned (Vandenbosch) | $85,000 | FY25 Fees Earned or Paid in Cash table |
Performance Compensation
| Equity Award | Grant Date | Shares/Units | Grant-Date FMV | Vesting |
|---|---|---|---|---|
| Annual RSU grant (non-employee directors) | Nov 13, 2024 | 1,560 RSUs | $140,166 (based on $89.85 per share) | One-year anniversary of grant date |
| Total stock awards (Vandenbosch) | Nov 13, 2024 | 1,560 RSUs | $140,166 | See above |
| Options/PSUs for directors | — | — | — | Company does not grant options to executives since FY23; directors receive RSUs, not performance-based PSUs |
Director compensation mix and policies:
- 60% of non-employee director annual compensation (excluding chair roles) delivered as RSUs; directors must hold at least 3x annual retainer in company stock .
- No changes to the director compensation program in FY25 or FY24; no director deferred compensation elections in FY25 .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlock/Conflict Notes |
|---|---|---|---|
| — | — | — | Nominee summary lists no other public company boards for Vandenbosch |
Expertise & Qualifications
- Deep domain expertise in online program development and commercialization; technology and education sector trends (as reflected in skills matrix and biography) .
- Strategic, governance, and human capital experience aligned to Academic Quality oversight .
- Technical credentials: Computer Science BS; PhD MIS; data/analytics orientation for student success and program outcomes .
Equity Ownership
| Category | Detail |
|---|---|
| RSUs granted FY25 | 1,560 RSUs; one-year vest; grant-date value $140,166 |
| Ownership guidelines | Minimum 3x annual retainer; director awards structured with 60% RSUs |
| Beneficial ownership | Detailed “Security Ownership by Directors and Executive Officers” appears at pages 77–78; not accessible in excerpt read. See proxy Table of Contents references . |
Governance Assessment
- Strengths: Independent status; committee assignment aligned to decades of academic/online education leadership; documented engagement (Stanford GSB Directors Consortium); policy framework includes clawback, no hedging/pledging, majority pay in stock, and robust related-party screening .
- Alignment: FY25 director compensation is largely equity-based (RSUs with one-year vest), reinforcing shareholder alignment; stable program with no FY25/FY24 changes; clear stock ownership requirements for directors .
- Conflicts/Related-party exposure: Audit & Finance Committee must pre-approve RPTs ≥$120,000; FY25 disclosed no transactions requiring approval or SEC disclosure; Compensation Committee independence and no interlocks disclosed for FY25 .
- Attendance/Effectiveness: Board met five times; directors met attendance threshold; Academic Quality Committee met four times, providing oversight of curricula, learning technology efficacy, and student outcomes—areas squarely within her expertise .
- RED FLAGS: None evident in FY25—no RPTs; prohibited hedging/pledging; no option repricing; director compensation structure unchanged; no disclosed low attendance or ownership pledging .
Implications: Vandenbosch’s profile suggests strong fit for ATGE’s strategic emphasis on tech-enabled academic quality and outcomes. Equity-heavy director pay and ownership guidelines support alignment; absence of RPTs and adherence to independence standards reduce governance risk. Monitoring points include confirming beneficial ownership levels versus guidelines when the Security Ownership table is reviewed and tracking continued committee engagement given her relatively short Board tenure (since 2024) .