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Camille Drummond

Director at BLACKLINEBLACKLINE
Board

About Camille Drummond

Camille Drummond, age 56, is an independent director at BlackLine (BL) since 2024. She joined the Board on March 15, 2024 and serves on the Audit Committee; she qualifies as an “audit committee financial expert.” Drummond is SVP of Global Business Services at bp and holds an M.B.A. from Henley Management College. She stands for election as a Class III director; her current term expired at the 2025 annual meeting, and she was re-elected to serve until 2028 .

Past Roles

OrganizationRoleTenureCommittees/Impact
bp p.l.c.SVP, Global Business Services (GBS)2018–presentLeads global finance, procurement, customer, and HR business services; large-scale transformation
bp p.l.c.Head of Group Planning & Performance2016–2018Group-level planning/performance leadership
bp p.l.c.Global Head of Trading Business Services2014–2016Business services for trading organization
bp p.l.c.CFO, European Gas & Power trading2011–2014CFO for trading business
bp p.l.c.Senior Finance Officer; Chief of Staff to Group Deputy CFO2007–2011Senior finance leadership
bp p.l.c.Various finance roles1989–2007Progressive finance roles

External Roles

OrganizationRoleTenureNotes
No other public company directorships disclosed in BL’s 2024 or 2025 proxies for Ms. Drummond .

Board Governance

  • Committee memberships: Audit Committee member; Audit Committee comprised of Drummond, Rios (Chair), and Velastegui; Drummond is deemed an “audit committee financial expert” .
  • Independence: The Board determined that all directors other than the Co-CEOs are independent; Audit Committee members (including Drummond) meet enhanced SEC/Nasdaq independence standards .
  • Attendance and engagement: In 2024, the Board held 13 meetings; each director attended at least 75% of Board and applicable committee meetings; the Audit Committee held 5 meetings .
  • Tenure/class: Class III director since 2024; nominated and re-elected at the May 8, 2025 annual meeting to serve until 2028 .
  • Board leadership context: Chair is Owen Ryan (Co-CEO), with Lead Independent Director Thomas Unterman since March 2023 .

Fixed Compensation

ComponentPolicy AmountMs. Drummond Actual (FY2024)
Board annual cash retainer$40,000 $39,835 (prorated)
Audit Committee member cash retainer$10,000 Included in cash fees
Audit Committee Chair cash retainer$20,000 Not applicable (not Chair)
Technology & Cybersecurity Committee member cash retainer$5,000 (effective Feb 14, 2024) Not applicable (not member)
Nominating & Corporate Governance Committee member cash retainer$4,000 Not applicable (not member)
Lead Independent Director fee$30,000 Not applicable
Chair of the Board fee$43,000 (not applicable with employee Chair) Not applicable

Notes: Cash payments are made quarterly in arrears and prorated .

Performance Compensation

GrantSharesVesting ScheduleFair ValueNotes
Initial RSU at appointment (Mar 15, 2024)470100% vested on May 8, 2024 Included in total stock awardsInitial award under Outside Director Compensation Policy
Annual RSU (May 9, 2024)3,390100% on earlier of May 9, 2025 or day prior to next annual meeting, subject to service Included in total stock awardsAnnual automatic, nondiscretionary grant
MetricStructureValue/Status
Equity grant typeTime-based RSUs only (no ISOs, discretion possible but director awards are automatic)
Annual equity grant value (policy)$200,000 grant-date fair value (increased from $185,000 in 2024) $200,000
Initial equity grant value (policy)$200,000 pro-rated based on months since last annual meeting $200,000 (pro-rated)
Change-in-control vestingFull vesting of director awards upon change-in-control, subject to continued service through transaction Full-vest provision
Performance metrics tied to director equityNone disclosed; director RSUs are time-based (not performance-based)

Total Stock Awards for Ms. Drummond (FY2024): $230,822; Total Director Compensation (FY2024): $270,657 .

Recent policy changes: Annual and initial director equity awards increased to $200,000; Technology & Cybersecurity Committee retainers established effective Feb 14, 2024 .

Other Directorships & Interlocks

CompanyRoleCommittee RolesPotential Interlock/Conflict
None disclosed; Company states no Item 404(a) related-party transactions for Ms. Drummond and no family relationships .

Expertise & Qualifications

  • Financial/accounting expertise; qualifies as SEC “financial expert” .
  • Extensive experience in process modernization and large-scale digital/business transformation within the CFO office .
  • Senior leadership of global business services (finance, procurement, customer, HR) at bp .
  • Recognized on the UK “Powerlist” of 100 most influential black leaders for past five years .
  • Education: M.B.A., Henley Management College .

Equity Ownership

HolderCommon SharesRSUs Vesting within 60 DaysOptions Exercisable within 60 DaysTotal Beneficial Ownership% of Outstanding
Camille Drummond (as of Mar 11, 2025)446 3,390 3,836 * (<1%)
  • Directors’ stock ownership guidelines: Minimum ownership equal to 4x annual board cash retainer; compliance deadline is the later of Feb 2025 or 5th anniversary of joining; as of Dec 31, 2024, all non-employee directors were in compliance .
  • Insider Trading Policy: Hedging and pledging of Company stock prohibited; 10b5‑1 plan guidelines maintained .

Governance Assessment

  • Board effectiveness: Drummond adds deep finance and GBS operating expertise and is one of two “audit committee financial experts,” strengthening financial oversight; Audit Committee met five times in 2024 .
  • Independence and conflicts: She meets enhanced audit independence standards; Company disclosed no related-party transactions or family relationships for her and noted no Item 404(a) interests at appointment—positive alignment .
  • Attendance: Board held 13 meetings and each director met at least the 75% attendance threshold—indicative of engagement; directors receive orientation and are reimbursed for continuing education .
  • Compensation alignment: Mix of modest cash retainers and time-based RSUs with annual/initial grant policy at $200k, plus full vesting on change-in-control; absence of performance conditions in director equity is standard but reduces direct pay-for-performance linkage .
  • Ownership alignment: She holds RSUs and common shares; directors are subject to 4x retainer ownership guidelines; hedging/pledging prohibited—strong alignment policies .
  • Shareholder signals: Strong election support at 2025 annual meeting (For: 46,524,404 vs Withheld: 4,539,579); say‑on‑pay approvals in 2024 and 2025 indicate investor acceptance of compensation programs; annual say‑on‑pay frequency approved .
  • RED FLAGS: None evident—no related-party transactions, no hedging/pledging, no delinquent Section 16(a) reports noted for Drummond; late Form 4s referenced in 2025 proxy pertained to other individuals due to administrative oversight .

Board Governance (Voting Outcomes)

Item2024 Vote Results2025 Vote Results
Say‑on‑pay (Advisory)For 39,860,748; Against 2,395,504; Abstain 38,703; Broker Non-Votes 12,868,770 For 38,602,953; Against 12,442,736; Abstain 18,294; Broker Non‑Votes 9,036,673
Say‑on‑pay frequencyOne year: 46,990,750; Two years: 612,798; Three years: 3,440,306; Abstain: 20,129; Broker Non‑Votes: 9,036,673
Director election (Camille Drummond)For 46,524,404; Withheld 4,539,579; Broker Non‑Votes 9,036,673

Related Party Transactions and Policies

  • No Item 404(a) related-party transactions or family relationships disclosed for Drummond at appointment .
  • Audit Committee reviews and approves related-party transactions; operates under SEC/Nasdaq-compliant charter .
  • Code of Business Conduct and Ethics, whistleblower policy, and prohibition on hedging/pledging in Insider Trading Policy .

Compensation Committee and Director Compensation Policy

  • Non-employee director pay established via Outside Director Compensation Policy, developed with independent consultant Compensia; policy reviewed periodically; increases to equity grant values effective in 2024 .
  • Automatic, non-discretionary RSU grants; change-in-control full vesting; cash retainers by committee and leadership roles; new Technology & Cybersecurity Committee retainers effective Feb 14, 2024 .

Expertise & Qualifications

  • Skills matrix: Finance (8 directors), executive experience (11), governance/risk/compliance (9); Drummond’s profile emphasizes financial expertise and transformation leadership .
  • Audit Committee Report reflects formal oversight of financial reporting and controls; Audit Committee recommended inclusion of audited financials in 2024 Form 10-K and appointed PwC for 2025 .

Summary Implications for Investors

  • Strong audit oversight and independence credentials support investor confidence; her bp GBS background aligns with BL’s CFO-office software focus—potentially additive to product-market fit and enterprise scaling .
  • Compensation and ownership policies are conservative (ownership guidelines; anti-hedging/pledging), though time-based RSUs mean governance alignment relies on policy and tenure rather than performance conditions .
  • No conflicts or related-party exposure disclosed; strong shareholder support in 2025 election is a positive signal .