Ellen Jewett
Booz Allen Hamilton HoldingAbout Ellen Jewett
Ellen Jewett (age 66) is an independent director of Booz Allen Hamilton, serving since 2018. She is Chair of the Audit Committee (effective November 1, 2024) and a member of the Executive Committee; the Board has determined she is an “audit committee financial expert.” Her background spans more than 20 years at Goldman Sachs in airport and public-sector transportation finance, leadership at BMO Capital Markets (U.S. Government & Infrastructure), and current managing partner of Canoe Point Capital LLC, with deep expertise in finance, strategic planning, and governance .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BMO Capital Markets | Managing Director & Head of U.S. Government & Infrastructure | 2010–2015 | Led government/infrastructure coverage |
| Goldman Sachs | Head, Public Sector Transportation Group; Head, Airport Finance Group | >20 years (dates not individually disclosed) | Specialized in airport infrastructure financing |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| JetBlue Airways (NASDAQ: JBLU) | Director; Chair, Governance & Nominating Committee | Since 2011 | Chairs governance; oversight of board composition |
| Children’s Aid (nonprofit) | Board Member & Treasurer | Since 2019 | Financial stewardship |
| Wesleyan University | Emerita Trustee | Not disclosed | Prior governance leadership |
| The Brearley School | Emerita Trustee | Not disclosed | Prior governance leadership |
Board Governance
- Independence: The Board determined Ms. Jewett is independent under NYSE standards and Company guidelines .
- Committee assignments: Audit Committee Chair; Executive Committee member .
- Audit Committee operations: FY2025 members were Amble, Dial, Jewett (Chair), Johnson, Rossotti; committee met 4 times; all members independent; the Board determined Jewett is financially literate and an “audit committee financial expert” .
- Executive Committee activity: Did not meet or act by written consent in FY2025; members were Gaumond, Rozanski, Jewett, McClain .
- Attendance: Board held 7 meetings in FY2025; overall director attendance was 95%; each incumbent director attended at least 75% of aggregate Board and committee meetings; all directors serving at the time attended the 2024 Annual Meeting .
Fixed Compensation
| Component | FY2025 Policy Amount | Ellen Jewett FY2025 Actual | Notes |
|---|---|---|---|
| Annual Board Retainer (cash unless elected otherwise) | $120,000 | Included in Fees Earned; cash election | Jewett elected cash for retainer |
| Audit Committee Chair Additional Retainer | $30,000 | $22,438 (prorated) | Chair effective Nov 1, 2024 (prorated) |
| Annual Equity Award (Restricted Stock) | $225,000 | $225,003 | 1,574 shares at $142.95 grant-date price (Aug 1, 2024) |
| Total FY2025 Director Compensation | — | $367,442 (Fees $142,438; Stock Awards $225,003) | As reported in Director Compensation Table |
Grant details:
- Restricted stock grant: 1,574 shares on August 1, 2024; grant-date fair value $225,003 at $142.95 closing price .
Performance Compensation
Directors receive time-based restricted stock; there are no performance-conditioned equity awards for directors.
| Equity Vehicle | Vesting Schedule | FY2025 Unvested Amount |
|---|---|---|
| Annual restricted stock (directors) | 50% vests Jan 31 following annual meeting; remaining 50% vests July 31 following first vest date | 787 unvested restricted shares vesting July 31, 2025 |
No director performance metrics (e.g., TSR, EBITDA) are applied to director compensation; awards are time-based restricted stock per policy .
Other Directorships & Interlocks
- Public company: JetBlue director and Governance & Nominating Committee Chair (since 2011) .
- Interlocks/conflicts: The Company’s related-party disclosures list no transactions involving Ms. Jewett; the Audit Committee oversees related-person transaction approvals per policy .
Expertise & Qualifications
- Public company directorship and audit committee experience; domestic and international finance; talent management; core business skills including financial and strategic planning .
- Audit Committee financial expert designation at BAH .
Equity Ownership
| Date | Shares Beneficially Owned | Ownership % | Unvested Director RS (vesting date) |
|---|---|---|---|
| May 16, 2025 | 14,071 | <1% (Company table denotes “*”) | 787 (July 31, 2025) |
| May 17, 2024 | 12,497 | <1% (Company table denotes “*”) | 811 (July 31, 2024) |
Ownership alignment:
- Director stock ownership guideline: 5x annual retainer within 5 years; directors serving ≥5 years “regularly exceeded and currently exceed” guidelines (Jewett has served since 2018) .
- Hedging/pledging: Prohibited for directors (and employees); no margin accounts or derivatives permitted .
- Equity recoupment: Equity awards include recoupment provision in event of misconduct leading to financial restatement .
Governance Assessment
- Board effectiveness: Audit Committee chaired by a financially literate “audit committee financial expert”; committee met 4x and leads oversight of financial reporting, internal controls, compliance, and cybersecurity risk—supports investor confidence .
- Independence and engagement: Independent status, executive sessions, strong attendance (95% overall) and required minimums—indicators of active oversight .
- Compensation alignment: Mix of cash retainer and time-based equity; Jewett elected cash for retainer and chair fees, with standard-sized RS grant and clear vesting—aligned to service rather than performance gaming .
- Conflicts/related-party exposure: No related-person transactions disclosed involving Ms. Jewett; formal policy requires Audit Committee approval for any >$120,000 related-person transactions .
- RED FLAGS: None identified. No hedging/pledging, no disclosed related-party transactions, and robust clawback/recoupment policy mitigate risk .