William Porteous

About William Porteous

William Porteous (age 53) is BlackSky’s independent Chairman of the Board and a Class II director whose current term expires in 2026; he has served on BlackSky’s Board since September 2021 and previously served on Legacy BlackSky’s board since February 2015, becoming Chairman in December 2018 . He is a General Partner and COO at RRE Ventures, has served on 20+ company boards, and holds an MBA from Harvard, an MSc from the London School of Economics, and a BA with Honors from Stanford .

Past Roles

External Roles

Potential interlock: Serving on SPIR’s board (a space/earth-observation peer) while chairing BKSY could create information-flow sensitivities and perceived competitive conflicts that warrant robust recusals and confidentiality controls .

Board Governance

• Chair roles and structure: The Board separates Chair and CEO roles; the Board believes Mr. Porteous’s deep company/industry knowledge and governance experience enable effective, independent leadership .
• Committee assignments: Audit Committee member; Compensation Committee member. Audit Chair is James Tolonen; Compensation Chair is Timothy Harvey .
• Executive sessions: Non‑employee directors meet in executive session, presided over by Chairman Porteous .
• Independence: Board determined Porteous is independent under NYSE standards (six of seven directors are independent) .
• Attendance: In FY 2024, the Board held 13 meetings; each director attended at least 75% of Board and relevant committee meetings; all seven directors attended the 2024 annual meeting .
• Committee activity levels (FY 2024): Audit—5 meetings; Compensation—5 meetings; Nominating & Corporate Governance—4 meetings .

Fixed Compensation

• Structure: Annual cash retainer $90,000; no additional retainers for committee membership/chair, Chair of the Board, or lead director; no per‑meeting fees .
• Stock in lieu of cash: Directors may elect to receive retainer in common stock; awards are fully vested on grant .

2024 retainer election details (Porteous):

2024 total director compensation:

Performance Compensation

• Annual equity grant: RSUs with grant‑date fair value $150,000, vest 1‑year (or next annual meeting), subject to continued service .
• Initial equity grant (upon becoming a non‑employee director): RSUs with $300,000 fair value, vest 1/3 annually over 3 years .
• Change‑in‑control: Full acceleration of outstanding director equity if the director remains in service through the change‑in‑control date .

Outstanding stock awards (non‑employee directors) as of Dec 31, 2024:

Other Directorships & Interlocks

• Current boards include Hyperspectral.AI, Nanit, Paperless Post, Pattern, Pilot Fiber, Spire, Ursa Space Systems, and Wave .
• Public company interlock: Director at Spire Global, Inc. (SPIR), a space data/EO company; received 2024 director RSU award (e.g., 17,207 RSUs vesting June 5, 2025), indicative of active role .
• Governance implication: Overlap with a potential industry peer elevates conflict‑risk perception; requires rigorous recusals and confidentiality safeguards at BKSY to protect competitive information .

Expertise & Qualifications

• Venture investor/executive (GP/COO at RRE Ventures) with extensive board experience across technology companies .
• Academic and philanthropic leadership (Adjunct Professor at Columbia Business School; Chairman of Dockery Farms Foundation) .
• Education: MBA (Harvard), MSc (LSE), BA with Honors (Stanford) .

Equity Ownership

Additional alignment and restrictions:

• Hedging and pledging prohibited for directors (no short sales, derivatives, hedging instruments, or pledging/margin accounts) .
• Outstanding director stock awards: Porteous 16,891 RSUs at 12/31/2024 .

Governance Assessment

• Strengths:

  • Independent Chairman; separation of Chair/CEO; executive sessions led by Porteous enhance oversight .
  • Clear independence determination under NYSE rules .
  • No incremental committee/chair/meeting fees; standardized director pay structure; option to take retainer in stock supports alignment .
  • Active committees with documented meeting cadence; audit oversight formalized; Compensation and Nominating charters posted .
  • Attendance: all directors ≥75% and full annual meeting participation in 2024 .
  • No delinquent Section 16 filings disclosed for Porteous in 2024–2025; late filings noted for others (O’Toole, Dubois, Lin, Ward; and a DiDomenico correction) .

• Potential RED FLAGS / Watch items:

  • Competitive interlock: Concurrent service on SPIR’s board (public space/EO peer) while chairing BKSY may raise perceived conflict risk; monitor recusals and information barriers .
  • Ownership level: Beneficial ownership <1%; while common for outside directors, limited “skin‑in‑the‑game” vs. executives warrants continued observation; though he elected retainer in stock, which partially offsets alignment concerns .
  • Related‑party landscape: Company has significant related‑party dealings (e.g., Thales/Seahawk agreements and prior Intelsat facility); while no specific involvement by Porteous is disclosed, conflicts monitoring remains important .

Overall: Governance posture benefits from independent chair leadership, robust committee structures, and anti‑hedging/pledging policies. The primary investor‑confidence sensitivity is the perceived competitive interlock with Spire; transparency on recusals and safeguards will be key to maintaining board effectiveness and investor trust .