Edward Philip
About Edward M. Philip
Edward M. Philip (age 59) is an independent director of Blade Air Mobility, Inc., serving since September 2019. He is the former COO of Partners in Health and previously held senior roles at Lycos (President, COO, CFO), Highland Consumer Fund (Founder; Managing General Partner; Special Partner), and The Walt Disney Company (VP Finance). He holds a B.S. in Economics and Mathematics from Vanderbilt University and an M.B.A. from Harvard Business School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Partners in Health | Chief Operating Officer | 2013–2017 | Oversaw global operations in Liberia, Sierra Leone, Rwanda, Haiti |
| Highland Consumer Fund | Managing General Partner (2006–2013); Special Partner (2013–2017) | 2006–2017 | Consumer-focused investing leadership |
| Lycos, Inc. | President, COO, CFO (at different times) | 1990s–early 2000s | Founding member; scaled internet search operations |
| The Walt Disney Company | Vice President of Finance | Prior to Lycos | Corporate finance leadership |
| Investment Banking | Various roles | Prior to Disney | Transaction and capital markets experience |
External Roles
| Company | Role | Tenure | Notes |
|---|---|---|---|
| United Airlines Holdings Inc. (Nasdaq) | Director | Since 2016 | Current public company directorship |
| BRP Inc. (Canada) | Director | Since 2005 | Current public company directorship |
| Hasbro, Inc. (Nasdaq) | Director | 2002–2023 | Prior public company directorship |
Board Governance
- Classification and tenure: Blade has a classified board; Philip is a Class I director up for election at the 2025 Annual Meeting for a term through the 2028 Annual Meeting .
- Independence: The Board determined Edward Philip is independent under Nasdaq and Exchange Act Rule 10A-3 .
- Committee assignments: Audit Committee Chair; designated “audit committee financial expert” and financially sophisticated under Nasdaq rules. Also member of the Compensation Committee .
- Attendance and engagement: In 2024, the Board met 5 times; Audit 4; Compensation 5; NCGC 2. Each director attended at least 75% of aggregate meetings of the Board and committees on which they served; independent directors meet regularly in executive session .
- Board leadership and lead independent director: Blade separates CEO and Chair; current Chair (Eric Affeldt) is not independent, and policy provides for designation of a lead independent director when the Chair is not independent (name not disclosed in proxy) .
- Sponsor nomination rights: Experience Sponsor LLC has nomination rights; as of March 24, 2025 the Sponsor had rights to designate three directors. Mr. Affeldt and Mr. Philip are serving as Sponsor Directors (the Sponsor waived the third seat) .
Fixed Compensation (Director)
| Component | Amount/Structure | FY2024 Philip Actual |
|---|---|---|
| Annual director award | RSUs $150,000; plus $50,000 in RSUs or cash, at director’s election | RSU grant value $128,906 (grant valuation based on 30-day average closing price leading to July 30, 2024; RSUs vest 100% at 2025 Annual Meeting) |
| Board Chair supplement | $50,000 in RSUs or cash (for Chair) | Not applicable to Philip |
| Committee chair fees | Audit Chair: $20,000; Compensation Chair: $15,000; NCGC Chair: $10,000 (RSUs or cash, election) | Philip is Audit Chair; cash fees included in total |
| Committee member fees | Audit: $10,000; Compensation: $7,500; NCGC: $5,000 (RSUs or cash, election) | Philip is Comp Committee member; cash fees included in total |
| Flight benefit | $25,000 personal travel allowance (directors); imputed income borne by participant | $980 “All Other Compensation” (value of Blade services utilized) |
| FY2024 totals | — | Fees Paid in Cash: $77,500; Stock Awards: $128,906; All Other Compensation: $980; Total: $207,386 |
Performance Compensation (Director)
Directors receive time-based RSUs; no performance metrics are tied to director compensation. FY2024 RSUs for continuing directors: 42,826 units, vest 100% at the date of the 2025 Annual Meeting; additional RSUs may be elected in lieu of cash for chair/member fees .
| Metric | Structure | FY2024 Director Program |
|---|---|---|
| Performance metrics (EBITDA, TSR, etc.) | Not applicable to non-employee directors | None disclosed; director RSUs are time-based with vest at Annual Meeting |
Other Directorships & Interlocks
- Current public boards: United Airlines Holdings Inc. (since 2016) and BRP Inc. (since 2005) .
- Prior public board: Hasbro, Inc. (2002–2023) .
- Potential interlocks/conflicts: Blade operates in aviation and mobility; the proxy does not disclose related-party transactions involving Mr. Philip. Audit Committee pre-approves and reviews related-party transactions, and Audit reviews all such matters; related-party policy requires committee approval and director recusal when interested .
Expertise & Qualifications
- Designated “audit committee financial expert” and financially sophisticated; serves as Audit Committee Chair .
- Deep operational, finance, and technology background (Lycos founding executive; Disney VP Finance; investment banking) .
- Industry experience across travel, leisure, recreation, and airlines (current director roles at United Airlines and BRP) .
Equity Ownership
| Holder | Shares Held | Derivative/RSUs | Ownership % |
|---|---|---|---|
| Edward Philip | 155,805 shares held directly | 42,826 RSUs that will vest within 60 days of March 13, 2025 | Less than 1% (*) |
- Stock ownership guidelines: Non-employee directors must hold stock equal to 5x maximum potential annual cash retainer; compliance assessed annually. As of December 31, 2024, no executives or non-employee directors were out of compliance .
- Hedging and pledging: Explicitly prohibited for directors under Blade’s Insider Trading Policy (no short sales, hedging instruments, margin purchases, or pledging) .
Governance Assessment
- Strengths
- Independent director with broad financial and operating credentials; designated audit committee financial expert; chairs Audit Committee (key for financial oversight and related-party review) .
- High engagement: Board and committee meeting cadence robust; all directors met ≥75% attendance; independent directors hold regular executive sessions .
- Director pay structure balanced and equity-aligned via RSUs; ownership guidelines enforced; anti-hedging/anti-pledging policy strengthens alignment .
- Potential Risks/RED FLAGS
- Sponsor Director designation: Experience Sponsor LLC retains nomination rights; Philip serves as a Sponsor Director, which can raise investor concerns about sponsor influence despite independence determination by the Board .
- Chair not independent: Board Chair (Affeldt) is not independent; policy calls for a lead independent director when Chair is not independent, but proxy does not disclose the designated lead independent director—this is a disclosure gap for investors tracking independent leadership .
- Perquisites: Flight benefit policy ($25,000 for directors) is modest but should be monitored for usage trends; Philip’s FY2024 usage was minimal ($980) .
Board Governance (Details)
| Committee | Role | 2024 Composition | Notes |
|---|---|---|---|
| Audit | Chair | Philip (Chair), Lauck, Lyne | Philip and Lauck are “audit committee financial experts”; committee oversees financial reporting, auditor independence, related-party approvals, and cybersecurity risk . |
| Compensation | Member | Lyne (Chair), Affeldt, Lerer, Philip; post-Annual Meeting adds Borthwick | Oversees exec and director compensation, incentive/equity plans, and compensation report . |
| Nominating & Corporate Governance | — | Love (Chair), Affeldt, Borthwick | Board/committee evaluations, director selection, governance principles . |
Director Compensation (FY2024 Detail)
| Name | Fees Paid in Cash | Stock Awards (RSUs) | All Other Compensation | Total |
|---|---|---|---|---|
| Edward Philip | $77,500 | $128,906 | $980 | $207,386 |
- Program mechanics: RSU grants valued on the average closing price of common stock during the 30 days up to and including July 30, 2024; vest 100% at the 2025 Annual Meeting .
- RSU counts: Each continuing director received 42,826 RSUs for the base award; additional RSUs if elected in lieu of cash. Philip had 42,826 RSUs outstanding as of year-end .
Related Party and Nomination Rights
- Investor Rights Agreement: Sponsor retains director nomination rights tied to ownership thresholds; CEO board seat assured; Sponsor can designate up to two-sevenths or one-seventh of board seats depending on ownership level .
- Sponsor/Board status: As of March 24, 2025, Sponsor had rights to designate three directors; Philip and Affeldt are serving Sponsor Directors; Sponsor waived the third seat upon board expansion in March 2023 .
- Related-party policy: All related-party transactions >$120,000 must be disclosed to General Counsel and approved by the Audit Committee; interested directors must recuse themselves .
Say-on-Pay & Shareholder Feedback (Context)
- 2025 is Blade’s first Say-on-Pay vote; Board recommends annual Say-on-Pay frequency going forward .
- Audit fees and auditor transition: Deloitte appointed for FY2025; FY2024 audit fees totaled $829,786 and tax fees $34,125 .
Insider Trades and Section 16 Compliance
- Section 16(a) compliance: Based on company review, all officers and directors filed required reports timely in FY2024 through March 24, 2025, except for one officer (Scott Wunsch) who filed late Form 4/A and Form 4; no director-specific delinquencies noted .
RED FLAGS Summary
- Sponsor Director status (potential influence) .
- Chair not independent; lack of disclosed lead independent director identity .
Overall, Edward Philip’s governance profile combines independence, audit leadership, and meaningful equity alignment with a minor perquisite footprint. The primary investor consideration is his Sponsor Director designation amid Sponsor nomination rights—mitigated by explicit independence determination and strong committee governance. Monitoring disclosure around lead independent director and any related-party reviews will be prudent .