David DiDomenico
About David DiDomenico
David DiDomenico, 55, has served as an independent director of BlackSky Technology Inc. since September 2021 (Class I; current term expires at the 2025 annual meeting). He is a Partner at JANA Partners (since 2010), and previously served as CEO/President and director of Osprey Technology Acquisition Corp. (July 2019–September 2021); his prior roles include Managing Director at New Mountain Capital (2005–2010), Associate Portfolio Manager at Neuberger Berman (2002–2005), and investment roles at Starwood Capital and Tiger Management. He holds an MBA from Stanford Graduate School of Business and an AB from Harvard College .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| JANA Partners LLC | Partner | 2010–Present | Activist investor background; portfolio management experience |
| Osprey Technology Acquisition Corp. | CEO, President; Director | CEO/President: Jun 2019–Sep 2021; Director: Jul 2019–Sep 2021 | Led SPAC that merged with BlackSky; sponsor ties through JANA |
| New Mountain Capital | Managing Director | 2005–2010 | Led investments; portfolio oversight |
| Neuberger Berman | Associate Portfolio Manager | 2002–2005 | Public markets investing and analysis |
| Starwood Capital Group | Acquisitions Team (Corporate & Real Estate) | 1999–2002 | M&A and transaction execution |
| Tiger Management | Analyst | 1998–1999 | Public equities research |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| OPENLANE, Inc. (NYSE: KAR) | Director | Oct 16, 2019–Jun 4, 2021 | Served on Audit and Nominating & Corporate Governance Committees |
| Osprey Technology Acquisition Corp. | CEO/President; Director | Jun/Jul 2019–Sep 2021 | Sponsored SPAC that combined with BlackSky |
Board Governance
- Class and term: Class I director; current term expires in 2025. Service at BlackSky since September 2021 .
- Committee assignments: The 2023–2024 proxy committee rosters show no audit, compensation, or nominating committee memberships for DiDomenico (committee markers appear for other directors; none next to his name) .
- Independence and engagement: BlackSky reports 5 of 7 directors are independent under NYSE rules in 2023–2024; the company states there are no arrangements/understandings pursuant to which directors were selected, supporting independence processes .
- Osprey relationship: BlackSky’s legal predecessor was Osprey; DiDomenico led Osprey prior to the merger, a relevant history for interlocks/legacy sponsor influence .
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Annual Cash Retainer ($) | $90,000 | $90,000 |
| Stock Awards ($) | $150,000 | $149,992 |
| Total Director Compensation ($) | $240,000 | $239,992 |
- Cash in stock election: In 2023, several directors elected to receive a portion of cash retainer in stock; DiDomenico is not listed among those electing stock for Q3–Q4. In 2024, three directors elected stock in lieu of cash; DiDomenico did not .
Performance Compensation
- Director equity awards are time-based RSUs; no performance-based director metrics (e.g., TSR, revenue, EBITDA) are disclosed for BlackSky’s non-employee directors .
- Outstanding director stock awards (time-based): 130,908 shares as of Dec 31, 2023; 16,891 shares as of Dec 31, 2024 (each for DiDomenico, consistent across directors) .
Other Directorships & Interlocks
| Company | Overlap/Interlock | Notes |
|---|---|---|
| Osprey Technology Acquisition Corp. | Sponsor/Management | DiDomenico was CEO/President and director; Osprey merged with BlackSky |
| OPENLANE (KAR) | Director; Committee service | Served on Audit and Nominating & Corporate Governance; left in 2021 |
| RRE Ventures VI, LP | Fund holds BlackSky shares; director overlap | BlackSky disclosure notes RRE fund beneficial ownership; William Porteous is associated with RRE Ventures leadership, indicating potential information interlock among directors |
Expertise & Qualifications
- 20+ years of investment management, financial analysis, and public markets experience; extensive engagement with management teams to drive shareholder returns .
- Prior SPAC leadership and M&A execution background (Osprey; Starwood Capital), plus private equity portfolio management (New Mountain) .
- Education: MBA (Stanford GSB), AB (Harvard College) .
Equity Ownership
| Ownership Detail | Value |
|---|---|
| Beneficial Ownership (Mar 31, 2025) | 251,460 shares; <1% of outstanding |
| Outstanding Stock Awards (12/31/2023) | 130,908 shares |
| Outstanding Stock Awards (12/31/2024) | 16,891 shares |
| Assignment of Board Compensation (2021) | Assigned director compensation to JANA Partners LLC |
- Ownership alignment signals: Beneficial stake of 251,460 shares and ongoing RSU awards provide equity exposure; lack of cash-in-stock election in 2023–2024 retainer elections suggests a more conventional cash/equity mix versus maximized equity accumulation .
Governance Assessment
- Committee influence: Absence of audit/compensation/nominating committee roles at BlackSky reduces direct committee-level oversight from DiDomenico, concentrating his influence at the full board level .
- Legacy sponsor ties: Prior leadership of Osprey (BlackSky’s predecessor) and activist background at JANA can be beneficial for capital allocation discipline but warrant monitoring for potential related-party or sponsor-influence dynamics. BlackSky states no arrangements/understandings for director selection, and 2022 disclosure notes he assigned board compensation to JANA, an unusual but disclosed arrangement that investors should track for alignment and potential conflicts .
- Compensation mix: Stable director pay structure ($90k cash + ~$150k RSUs annually) aligns with market practice; DiDomenico did not elect to take retainer in stock unlike some peers, modestly tempering “skin-in-the-game” optics relative to directors who increased equity via elections .
- Ownership: Beneficial ownership of 251,460 shares (<1%) provides some alignment; ongoing RSU grants continue equity exposure .
RED FLAGS/Watch items
- Assignment of board compensation to JANA Partners (2021) – continue monitoring for any related-party transactions or undue influence; none are disclosed in current proxies beyond the assignment .
- Non-membership on core committees – limits direct committee oversight; ensure robust full-board engagement and attendance (company-level independence framework is disclosed, but individual attendance not specified) .
Sources
- BlackSky DEF 14A 2025: director biographies, class/term, background .
- BlackSky DEF 14A/PRE 14A 2024–2023: board composition, committee rosters, and director compensation .
- BlackSky 10-K/A 2024–2025: director compensation tables and beneficial ownership .
- BlackSky DEF 14A 2022: director compensation (2021) and assignment to JANA Partners .
- KAR 8-K/DEF 14A: election to KAR board; committee assignments at KAR; director compensation and attendance framework .