Susan Buffett
About Susan A. Buffett
Susan A. Buffett, age 71, has served as a director of Berkshire Hathaway since 2021. She is the longtime chair of The Sherwood Foundation and The Susan Thompson Buffett Foundation, both Omaha-based private grant-making foundations, and serves on several other charitable boards. Her board qualifications cited by Berkshire emphasize leadership experience as board chair of two large charitable foundations and service on multiple nonprofit boards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| — | — | — | Not disclosed in proxy. |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The Sherwood Foundation | Chairman | >5 years | Private grant-making foundation (Omaha, NE). |
| The Susan Thompson Buffett Foundation | Chairman | >5 years | Private grant-making foundation (Omaha, NE). |
| Other charitable organizations | Director/Trustee | Not disclosed | Serves on several other charitable organization boards. |
Board Governance
- Independence: Not independent; Berkshire states independent directors are Burke, Chenault, Davis, Decker, Guyman, Murphy Jr., Weitz, and Witmer. Berkshire separately notes Susan A. Buffett and Howard G. Buffett are children of Warren E. Buffett.
- Committee assignments: Not listed as a member of the Audit Committee (Decker, Davis, Weitz, Witmer) or the Governance, Compensation & Nominating Committee (Burke, Chenault, Guyman, Murphy Jr.).
- Attendance: “Each then current director attended all meetings of the Board and of the Committees of the Board on which he or she served” in 2024 (100% attendance).
- Board/Committee activity: Board actions were taken at the Annual Meeting of Directors following the 2024 AGM and at two special meetings; Audit Committee met six times in 2024; Governance Committee met once in 2024; independent directors met three times in 2024.
- Lead Independent Director: Susan L. Decker serves as lead independent director; Berkshire emphasizes highly centralized shareholder communications (annual Q&A) and limited selective outreach.
- Risk oversight context: The full Board oversees risk; the CEO/Chair (Warren E. Buffett) is designated as Berkshire’s chief risk officer; Berkshire rarely uses outside advisors for future threats/trends.
Fixed Compensation (Director)
| Year | Component | Amount (USD) | Notes |
|---|---|---|---|
| 2024 | Fees Earned or Paid in Cash | $1,500 | Actual cash fees earned by Susan A. Buffett in 2024. |
| Policy | Board meeting fee (in-person) | $900 per meeting | Standard per-meeting fee for non-employee directors. |
| Policy | Telephonic meeting fee | $300 per meeting | Standard telephonic meeting fee. |
| Policy | Audit Committee member retainer | $1,000 per quarter | Not applicable to Susan A. Buffett (not an Audit member). |
| Policy | D&O insurance | Not provided | Berkshire does not provide D&O insurance to directors. |
- Berkshire does not grant equity to directors; director compensation consists of modest meeting fees and reimbursements.
Performance Compensation (Director)
| Program Component | Structure | Metrics | 2024 Outcome |
|---|---|---|---|
| Performance-based cash or equity | None disclosed for directors | — | No performance-linked director pay; only meeting fees. |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company directorships | None disclosed for Susan A. Buffett. |
| Private/nonprofit boards | Chair, The Sherwood Foundation; Chair, The Susan Thompson Buffett Foundation; other charitable boards. |
| Interlocks/potential conflicts | Daughter of Warren E. Buffett (CEO/Chair, controlling shareholder) and sibling of director Howard G. Buffett. |
Expertise & Qualifications
- Board qualifications emphasize leadership as board chair of two large charitable foundations and experience serving on several other charitable boards (governance and philanthropy).
- Berkshire’s director selection emphasizes integrity, business savvy, owner-oriented attitude, deep interest in Berkshire, and significant Berkshire share investment relative to resources for at least three years.
Equity Ownership
| Security | Shares Beneficially Owned | % of Class | % Aggregate Voting Power | % Aggregate Economic Interest | Notes |
|---|---|---|---|---|---|
| Class A | 80 | — | — | — | Includes 56 Class A shares held by two private foundations where she has voting power but disclaims beneficial interest. |
| Class B | 4,830,609 | 0.4% | 0.1% | 0.2% | Includes 4,830,585 Class B shares held by two private foundations where she has voting power but disclaims beneficial interest. |
- Footnote detail: “Includes 56 Class A shares and 4,830,585 Class B shares held by two private foundations for which Ms. Buffett possesses voting power but with respect to which she disclaims any beneficial interest.”
Insider Trades and Section 16 Compliance
| Year | Section 16(a) Compliance (Company Assessment) | Notes |
|---|---|---|
| 2024 | In compliance | Berkshire states it believes all filing requirements applicable to its officers and directors were complied with in 2024. |
Related-Party and Conflicts Review
- Family relationships: Berkshire explicitly notes Susan A. Buffett and Howard G. Buffett are Warren E. Buffett’s children (non-independent).
- Related-person transaction policy: Audit Committee must approve/ratify “Related Persons Transactions” and reviews any material items; only transactions deemed in the best interests of Berkshire/shareholders are approved.
- Disclosed related-party transactions in 2024: Fees of $21.2 million paid to Munger, Tolles & Olson LLP (director Ronald L. Olson’s firm). No related-party transactions involving Susan A. Buffett are disclosed.
Governance Assessment
- Strengths: 100% attendance in 2024 signals engagement; extensive philanthropic board leadership background; substantial voting alignment through foundation-controlled voting power (though beneficial interest disclaimed).
- Concerns/Red Flags:
- Independence: Not independent due to family relationship; two Buffett family members (Susan and Howard) serve on the Board while Warren Buffett is CEO/Chair and controlling shareholder. This concentration may raise entrenchment and conflict-of-interest concerns for some investors.
- Committee roles: No assignment to standing committees (Audit; Governance/Comp/Nominating), reducing formal oversight influence versus independent peers.
- Centralized risk oversight: CEO/Chair designated as chief risk officer; Berkshire “rarely” uses outside advisors, which can be viewed as a governance concentration risk in a complex conglomerate.
- D&O insurance: Not provided to directors, which is atypical and could impact director recruitment/retention and perceived protection in litigation-prone environments.
- Shareholder engagement model: Lead independent director role is limited; Berkshire generally restricts communications to an annual Q&A, limiting ongoing engagement channels.
Overall, Susan A. Buffett’s presence underscores the family’s continuing oversight role and owner-orientation, but her non-independent status, absence from key committees, and Berkshire’s highly centralized governance architecture are notable considerations for investors focused on board independence and risk oversight.