Timothy J. Mayopoulos
About Timothy J. Mayopoulos
Timothy J. Mayopoulos (age 66) has served on Blend Labs, Inc.’s board since April 2019. He previously served as Blend’s President (January 2019–March 2023), was CEO of Fannie Mae (2012–2018) after senior roles there (2009–2012), and is currently a director at Science Applications International Corporation (SAIC) and LendingClub. He holds an A.B. in English from Cornell University and a J.D. from NYU School of Law .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Blend Labs, Inc. | President | Jan 2019 – Mar 2023 | Senior operating role; drove fintech/banking initiatives |
| Silicon Valley Bridge Bank, N.A. | President & CEO | Mar 2023 | Crisis leadership for bridge bank in 2023 |
| Fannie Mae | President & CEO; prior EVP/CAO/GC/Corporate Secretary | CEO: Jun 2012 – Oct 2018; EVP/CAO/GC/Corp Sec: Apr 2009 – Jun 2012 | Led GSE through post-crisis era; deep regulatory, risk oversight experience |
| Bank of America; Deutsche Bank; Credit Suisse First Boston; DLJ | Senior roles | Not disclosed | Major-bank leadership experience; capital markets background |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Science Applications International Corporation (SAIC) | Director | Since Jan 2015 | Public company board expertise (tech integrator for federal agencies) |
| LendingClub Corporation | Director | Since Aug 2016 | Fintech/banking expertise; public company governance |
Board Governance
- Independence: Not independent under NYSE rules due to prior employment at Blend .
- Committee memberships: None. Mayopoulos is not listed as a member of Audit, Compensation, or Nominating & Corporate Governance committees in 2025 .
- Attendance: In 2024, the board held five meetings; each director attended at least 75% of the aggregate of board and applicable committee meetings .
- Lead Independent Director: None; board cites majority independent directors and committee oversight in lieu of LID .
- Controlled Company: Blend is a “controlled company” under NYSE rules due to majority voting control by the Head of Blend; management states it intends to comply with NYSE governance requirements but may rely on exemptions in the future .
- Executive sessions: Non-employee directors meet in executive session periodically, at least twice per year; independent directors also meet separately at least twice per year if any non-employee director is not independent .
- Hedging/pledging policy: Prohibits hedging and margins; pledging requires Audit Committee pre-approval; margin accounts prohibited .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Fees Paid or Earned in Cash | $92,500 | Under prior policy (pro-rate) and amended policy effective 6/12/2024 |
| Annual Cash Retainer (Policy) | $35,000 | Amended outside director policy, effective 6/12/2024 |
| Committee Fees | $0 | Not a committee member; fees only for members/chairs |
| Meeting Fees | $0 | No per-meeting fees under policy |
Policy schedules (Amended Policy): Audit Chair $20,000; Audit Member $10,000; Comp Chair $15,000; Comp Member $7,500; Nominating Chair $10,000; Nominating Member $5,000 .
Performance Compensation
| Award Type | Grant Date | Quantity/Terms | Vesting | Grant-Date Fair Value |
|---|---|---|---|---|
| Annual RSUs (2024) | 6/12/2024 | 50,000 RSUs | Vest on 6/12/2025 | Included in 2024 stock awards value $205,286 |
| Stock Options | 1/25/2019 | 2,922,480 shares @ $1.29 | Fully vested; exp 1/25/2029 | — |
| Stock Options | 2/23/2022 | 113,658 shares @ $8.45 | Fully vested; exp 2/23/2032 | — |
- Director equity policy: Annual Award of 50,000 RSUs each annual meeting; Initial Award for new non-employee directors prorated to next annual meeting; director awards fully accelerate upon change in control unless otherwise specified .
- No performance metrics (e.g., TSR/EBITDA) apply to director equity; RSUs vest based on service time under the policy .
Other Directorships & Interlocks
| Entity | Relationship to BLND | Notes |
|---|---|---|
| Haveli Investments / Brian Sheth | Designated director under an Investment Agreement; no pay for Sheth’s board service | Not related to Mayopoulos; included for board context on potential influences |
| Related party transactions | None involving Mayopoulos disclosed | Audit Committee reviews related party transactions per policy |
Expertise & Qualifications
- Financial services and banking; senior public company executive; public board experience; M&A/investments/integration; risk/cyber; sales/marketing; regulatory/government/legal expertise .
- Selected for financial expertise and governance experience at public companies .
Equity Ownership
| Metric | Amount | Detail |
|---|---|---|
| Class A beneficial ownership | 3,367,268 shares | 1.3% of Class A outstanding; no Class B; <1% total voting power |
| Shares held of record | 331,130 Class A | As of 3/31/2025 |
| Options exercisable within 60 days | 3,036,138 Class A | Fully vested and exercisable |
| RSUs outstanding | 50,000 | 2024 Annual Award vests 6/12/2025 |
| Pledged shares | None disclosed for Mayopoulos | Company policy requires pre-approval for pledging; margin accounts prohibited |
Governance Assessment
- Board effectiveness and independence: Mayopoulos brings rare, multi-cycle banking/regulatory leadership (Fannie Mae CEO; SVB Bridge Bank CEO), which is valuable for risk oversight in fintech; however, he is not independent under NYSE rules due to prior Blend employment, and he is not on any key committees—limiting direct influence on audit/comp/nom-gov decisions .
- Time commitment: Concurrent directorships at SAIC and LendingClub could constrain availability, but 2024 attendance met the ≥75% threshold; monitor ongoing engagement and any committee onboarding to strengthen oversight .
- Alignment and incentives: 2024 director comp had meaningful equity ($205,286) and RSU grant of 50,000, plus fully vested legacy options from prior employment—providing strong equity alignment; no performance conditions for director RSUs; change-in-control fully accelerates director awards (standard but worth monitoring for potential entrenchment optics) .
- Conflicts/related party exposure: No related-party transactions disclosed for Mayopoulos; company maintains robust related-party review via Audit Committee; hedging/pledging limits reduce misalignment risk .
- Board structure risks: Absence of a Lead Independent Director and controlled company status may reduce independent counterbalance; management notes intent to comply with NYSE requirements, but optional reliance on exemptions remains a governance risk if adopted .
RED FLAGS
- Not independent (prior Blend employment) .
- No committee memberships (reduced formal oversight role) .
- Controlled company status; no Lead Independent Director .
Positive Signals
- Deep banking/regulatory expertise, crisis leadership experience, and public board tenure (SAIC, LendingClub) support risk oversight and strategy in financial technology .
- Equity-heavy director compensation and legacy equity holdings promote shareholder alignment; no disclosed related-party transactions or pledging by Mayopoulos .