Adebayo Ogunlesi

About Adebayo Ogunlesi

Adebayo Ogunlesi (age 71) joined BlackRock’s Board on November 19, 2024 in connection with BlackRock’s acquisition of Global Infrastructure Partners (GIP); he is a Senior Managing Director at BlackRock, serves on the firm’s Global Executive Committee (GEC), and is Chairman and CEO of GIP. He previously spent 23 years at Credit Suisse in senior roles including Executive Vice Chairman and Chief Client Officer of Investment Banking, and Head of Global Investment Banking (2002–2004); he also sits on the boards of Terminal Investment Limited and OpenAI. His core credentials cited by BlackRock include senior executive and corporate governance experience, financial services expertise, global business acumen, and public company/financial reporting expertise .

Past Roles

External Roles

Board Governance

• Independence: Not independent; BlackRock identifies 15 of 18 nominees as independent, listing names that do not include Mr. Ogunlesi, and his biography notes he is a BlackRock employee (Senior Managing Director), which disqualifies independence under NYSE rules .
• Committee assignments: None currently; his director biography lists “Committees: None” .
• Attendance: BlackRock states that in 2024 each director attended at least 75% of Board and applicable Committee meetings; the full Board met 10 times, and Committees met as shown below .
• Engagement: Participated in a February 2025 fireside chat as part of BlackRock’s Black Professionals & Allies Network, reflecting director engagement beyond the boardroom .

Fixed Compensation

• Status: Employee director; does not receive additional director compensation .
• 2024 (post-GIP close) compensation: Base salary prorated $62,500; company-paid enhanced medical reimbursement plan premiums $4,323 .
• Ongoing terms: Eligible for base salary at an annualized rate of $250,000 beginning 2025 and for harmonization with BlackRock’s total compensation approach beginning in 2026 .
• Travel/perquisites: Entitled to use private and first-class air travel for business; related-party aircraft lease assumed from GIP resulted in $1.48 million cost to BlackRock for his business travel in 2024 (see Related Party Transactions) .

Performance Compensation

• 2024 discretionary bonus: $3,750,000 paid for services as a BlackRock employee post-GIP acquisition .
• Carried interest/performance fees: Entitled to distributions related to certain GIP funds; amounts will be reported when paid; no performance metric detail disclosed .
• Performance metrics & vesting: Not disclosed for his employee bonus or carried interest allocations; unlike NEOs, his specific performance assessment framework is not provided .

Other Directorships & Interlocks

• Public company boards: Kosmos Energy (current), Topgolf Callaway Brands (current), Goldman Sachs Group (ended 2024) .
• Private/other boards: Terminal Investment Limited; OpenAI .
• Interlock considerations: BlackRock’s independence standards and related-party policies note ordinary-course relationships with director-affiliated entities on substantially the same terms as similarly situated customers; specific transactional interlocks for Mr. Ogunlesi beyond the GIP-related aircraft lease are not disclosed .

Expertise & Qualifications

• Skills matrix categories for Mr. Ogunlesi: Senior Executive & Corporate Governance; Financial Services; Global Business; Public Company & Financial Reporting—aligned to BlackRock’s strategy and private markets growth .
• Board rationale: Provides global capital markets and infrastructure investing insight supporting firm growth, plus extensive international operations and governance experience .

Equity Ownership

• Ownership guideline: Independent directors must own shares valued at a minimum of $500,000 within five years of joining; Mr. Ogunlesi is not independent, but his beneficial ownership is substantial by any alignment standard .

Related Party Transactions (Conflict Review)

• Aircraft lease arrangement: Through an Aircraft LLC he controls, Mr. Ogunlesi is party to an aircraft lease originally with GIP; BlackRock assumed obligations post-acquisition. BlackRock incurred $1.48 million in 2024 for business travel on this aircraft; Mr. Ogunlesi bears cost for personal travel via a separate lease .
• Ordinary-course relationships: BlackRock’s policy treats director-related investments/advisory/technology services as ordinary course if on substantially the same terms as those for similarly situated customers; no other specific related-party transactions for Mr. Ogunlesi are disclosed beyond the aircraft arrangement .

Governance Assessment

• Independence & role: He is an employee director and member of the GEC; this strengthens board connectivity to private markets strategy but reduces formal independence—investors should look to Lead Independent Director oversight and committee structures as mitigating governance mechanisms .
• Compensation alignment: No director-specific pay; his employee compensation includes a modest base ($250,000 annualized) with a large discretionary bonus and potential carried interest tied to GIP funds, directly aligning incentives to private markets growth, though specific performance metrics are not disclosed (limited transparency) .
• Ownership alignment: Holds ~1.18% of BLK common stock (1,823,027 shares), creating strong skin-in-the-game alignment .
• Attendance & engagement: 2024 attendance thresholds met across directors; he engaged in firm culture events (fireside chat), indicating active participation and integration post-appointment .
• RED FLAGS:
  • Non-independence (employee director) may raise concerns about board objectivity on matters involving GIP/private markets; monitoring of committee composition and executive sessions is warranted .
  • Related-party aircraft lease with $1.48 million cost to BlackRock in 2024—clearly disclosed but a potential optics issue; investors should track cost discipline and any transition away from legacy GIP arrangements over time .
  • Limited disclosure of bonus performance metrics and carried interest terms (common for non-NEO employees, but reduces evaluability of pay-for-performance) .

Overall signal: Strong strategic alignment through private markets leadership and substantial equity ownership, balanced against reduced formal independence and a notable related-party travel arrangement. Governance comfort will hinge on transparent oversight by independent committees and continued disclosure of employee compensation harmonization from 2026 .