Richard Lynch
About Richard Lynch
Richard Lynch, 76, is an independent director of BlackBerry Limited and has served on the Board since February 2013; he was appointed Board Chair in November 2023. He is a former Executive Vice-President & Chief Technology Officer of Verizon Communications and Verizon Wireless, a Life Fellow of IEEE, and has served on multiple industry advisory bodies. He holds bachelor’s and master’s degrees in electrical engineering from Lowell Technological Institute (University of Massachusetts) and has executive education from Wharton and Cornell . He currently serves on BlackBerry’s Compensation Committee and Nomination & Governance Committee, and is deemed independent under NYSE/TSX rules despite briefly serving as interim CEO in Nov–Dec 2023 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Verizon Communications; Verizon Wireless | Executive Vice-President & Chief Technology Officer | Not disclosed | Technology leadership; network strategy |
| Ribbon Communications | Director; Chairman of the Board | Director: 2014–2020; Chairman: 2017–2020 | Chairman; Nom. & Corp. Gov. Committee member |
| Ruckus Wireless Inc. | Director | 2012–2016 | Former Chair of Nominating & Corporate Governance; Member of Compensation Committee |
| VectoIQ Acquisition Corp. | Director | 2018–2020 | SPAC board experience |
| VectoIQ Acquisition Corp. II | Director | 2020–2022 | SPAC board experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| iconectiv | Director | Current | Telecom data and numbering services |
| Cohere Technologies, Inc. | Director | Current | Wireless technology (private) |
| Aeronet Global Communications Holdings Limited | Director | Current | Communications (private) |
Board Governance
- Independence: Independent director under NYSE/TSX rules; serves on both the Compensation Committee and the Nomination & Governance Committee .
- Board Chair since November 2023; strong tech/telecom background aligned with BlackBerry’s strategy .
| Governance Item | Detail |
|---|---|
| Committees | Compensation Committee (member); Nomination & Governance Committee (member) |
| Board Attendance (FY2025) | 10/10; Overall attendance 14/14; Committees 4/4; 100% |
| Director Election Support (2024) | Votes For: 241,036,329; 90.3% For; 9.7% Withheld |
| Committee Structure Change | CNG split into Compensation and Nomination & Governance in April 2025 |
Fixed Compensation
- Director fees are paid 100% in DSUs; no meeting fees; DSUs must be retained until departure .
| Component (Currency) | Amount | Notes |
|---|---|---|
| Initial Board retainer (CDN) | $150,000 | DSUs; one-time for new directors |
| Annual Board retainer (CDN) | $270,000 | DSUs since July 1, 2017 |
| Board Chair additional annual retainer (CDN) | $75,000 | DSUs |
| Total Fees Earned FY2025 (USD) | $249,187 | Includes $54,171 for Board Chair position |
Performance Compensation
- None disclosed for directors. All director compensation is delivered via DSUs credited quarterly; DSUs have no vesting conditions and are redeemable upon leaving the Board. Redemptions may be settled in cash at the 5-day weighted average price or in common shares; dividend equivalents are credited as DSUs .
Other Directorships & Interlocks
| Company | Current/Past | Years | Interlocks |
|---|---|---|---|
| Public boards in last 5 years | Past | Ribbon (2014–2020); VectoIQ (2018–2020); VectoIQ II (2020–2022) | None |
| Current public boards | None | N/A | N/A |
Expertise & Qualifications
- Executive leadership, finance/accounting, risk management, public company governance, and technology/innovation; the Board skills matrix highlights his relevant expertise .
- Honors include CTIA President’s Award and induction to the Wireless History Foundation Hall of Fame; Life Fellow of IEEE .
Equity Ownership
| Metric | Value | Basis |
|---|---|---|
| Beneficial ownership (Right to acquire within 60 days) | 409,710 | Via DSUs |
| Total beneficial ownership | 409,710; less than 1% of outstanding shares | As classified by company |
| DSUs credited (as of Feb 28, 2025) | 409,710 | Outstanding DSUs |
| Market value of DSUs (as of Feb 28, 2025) | $1,929,734 | Valued at $4.71/share |
| Ownership guidelines | 4× annual retainer for directors; expected within 5 years; all non-officer directors except recent appointees meet guidelines | |
| Pledging/hedging | Prohibited by Insider Trading Policy; company not aware of any director hedging/pledging |
Governance Assessment
- Strengths: Independent Board Chair with deep telecom technology experience; perfect attendance; dual committee memberships; all director compensation in DSUs, reinforcing alignment; anti-pledging/hedging policy; no related-party transactions or indebtedness in FY2025 .
- Shareholder support: 2024 election support for Lynch at 90.3% For suggests confidence; however, 2024 Say-on-Pay approval of 52.1% indicates investor concern with executive pay design—Board and committees engaged to redesign LTI structure and sought investor input in response .
- Compensation/ownership alignment: Directors must hold 4× retainer and are paid entirely in DSUs; Lynch’s DSU holdings exceed typical guideline thresholds; DSUs have no vesting, and must be retained until departure, limiting short-termism .
- Conflicts and red flags: No related-party transactions; no indebtedness; no reported hedging/pledging; no board interlocks noted for Lynch. No specific conflicts disclosed in FY2025 .
Overall signal: Governance and alignment are strong for Richard Lynch (independence, attendance, DSU-only pay, no conflicts), while the Board’s response to a weak 2024 Say-on-Pay suggests active engagement and evolving pay design oversight, a positive signal for board effectiveness .