Rohit Lal
Bloomin' BrandsAbout Rohit Lal
Rohit Lal, age 64, is Executive Vice President and Chief Information Officer (CIO) at Saia, Inc. and has served as an independent director of Bloomin’ Brands since 2023. He sits on the Audit Committee. Lal holds a BS in Chemical Engineering from the Indian Institute of Technology and brings deep expertise in cybersecurity, enterprise IT, and logistics technology from senior roles at Saia, The Coca-Cola Company/CONA Services, and his own consultancy, AceTrack .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Saia, Inc. | Executive Vice President & Chief Information Officer | Since 2017 | Leads cybersecurity/data privacy programs; delivers ML-based decision support and real-time routing; drives margin improvements and debt reduction . |
| CONA Services (Coke One North America) | Director, Enterprise Architecture; Director, Technology Strategy; Director, App Dev & Infrastructure | 2008–2017 | ERP rollout governance across order-to-cash, forecasting, manufacturing, warehousing, route planning for bottler network . |
| The Coca-Cola Company | Advisory/governance roles with bottler boards | 2008–2017 | Implemented end-to-end ERP and customer-centric sales force automation solutions . |
| AceTrack, Inc. | CEO & Founder | 2000–2008 | Led ERP value realization and software selection engagements; multi-million dollar MSP RFP for Coca-Cola . |
| QAD | Sales Manager/Executive; Consultant; Application Developer | 1989–1998 | Software sales and business development; application development . |
External Roles
| Organization | Role | Public Company Board? | Notes |
|---|---|---|---|
| Saia, Inc. | EVP & CIO | Not disclosed | Executive role; no other public company directorships listed for Lal in BLMN proxy bios . |
Board Governance
- Independence: The Board determined Lal is independent under NASDAQ rules; he is also independent for Audit Committee membership .
- Committees: Audit Committee member (not chair). Audit Committee held 8 meetings in fiscal 2024; Board held 9 meetings. All incumbent directors attended at least 75% of Board and committee meetings, and all directors attended the 2024 annual meeting .
- Audit oversight focus: Audit Committee oversees financial reporting, controls, compliance, auditor independence, enterprise risk, and receives quarterly cybersecurity program updates from the CISO—an area aligned with Lal’s core expertise .
- 2025 director election support: Votes for Lal totaled 70,411,537; against 372,319; abstentions 292,216; broker non-votes 5,977,174 .
Fixed Compensation
Director pay structure (effective April 22, 2024):
| Component | Amount |
|---|---|
| Annual cash retainer | $95,000 |
| Audit Committee chair/member | $30,000 chair; $15,000 member |
| Compensation Committee chair/member | $30,000 chair; $12,500 member |
| Nominating & Governance chair/member | $30,000 chair; $10,000 member |
| Operating Committee chair/member | $30,000 chair; $10,000 member |
| Non-executive Chair retainer | $85,000 |
| Annual RSU grant (directors/Chair) | $155,000; $240,000 for Chair |
Actual compensation – Fiscal 2024 (for Lal):
| Metric | Amount ($) |
|---|---|
| Fees earned or paid in cash | 111,957 |
| Stock awards (RSUs grant-date fair value) | 155,023 |
| Total | 266,980 |
Ownership guidelines: Non-employee directors must hold stock equal to 5x annual retainer; all non-employee directors have met or are on track to meet requirements .
Performance Compensation
- Directors receive time-based RSUs that vest at the next annual meeting (or one year from grant if earlier meeting <50 weeks). No performance metrics are tied to director RSUs .
- Change-in-control: Unvested director RSUs vest immediately upon a Change in Control per the director RSU agreement .
- Clawback: Awards under the 2025 Omnibus Plan are subject to the Company’s Compensation Recovery Policy (clawback) and applicable listing rules .
Performance metrics table (directors):
| Metric | Weight | Target | Treatment |
|---|---|---|---|
| Not applicable to director pay | — | — | Director RSUs are time-based, not performance-conditioned . |
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlocks/Notes |
|---|---|---|---|
| None disclosed | — | — | No other public company boards listed for Lal; no related-party ties reported for Lal . |
Expertise & Qualifications
- Cybersecurity/data privacy (NIST-based programs); enterprise IT transformation; customer-experience-focused digital solutions .
- Logistics/supply chain technology (ML-based decision support, real-time routing, ERP value realization) .
- Executive leadership with measurable financial and operational improvements at Saia .
- Education: BS Chemical Engineering, IIT .
Equity Ownership
| Item | Amount |
|---|---|
| Beneficial ownership (as of Feb 12, 2025) | 4,018 shares; less than 1% of common stock |
| Unvested RSUs (not vesting within 60 days of Feb 12, 2025) | 5,881 RSUs |
| Hedging/pledging | Company policy prohibits hedging and pledging by directors and executives . |
Governance Assessment
- Strengths: Independent director on Audit Committee with deep cybersecurity and enterprise IT expertise; Audit Committee’s explicit oversight of cyber/data privacy aligns with Lal’s background, bolstering board risk oversight. High shareholder support for his re-election (70.4M “for” vs. 0.37M “against”) supports investor confidence .
- Alignment: Director compensation is balanced between fixed cash and equity; ownership guidelines (5x retainer) and prohibitions on hedging/pledging enhance alignment with shareholders .
- Potential watchpoints: Director RSUs feature single-trigger vesting on change-in-control, which can be viewed as less shareholder-friendly than double-trigger; however, the broader 2025 Plan prohibits repricing and includes clawback safeguards .
- Conflicts/related party: No related party transactions involving Lal disclosed; independence affirmed for board and audit roles .
- Engagement/attendance: Board and committee attendance thresholds met by all incumbents; Audit Committee active (8 meetings), indicating robust oversight cadence .
Additional context: Company’s 2024 say-on-pay received 97.4% support; 2025 votes showed strong support across proposals, including say-on-pay, suggesting favorable shareholder sentiment toward governance and compensation practices .