Jane Okun Bomba
About Jane Okun Bomba
Independent director of Clarivate Plc since 2020; age 62. Chair of the Human Resources & Compensation Committee and member of the Audit Committee, designated an Audit Committee financial expert. Background includes President of Saddle Ridge Consulting (2018–present), EVP/Chief Administrative Officer at IHS Markit/IHS Inc. (2004–2017), earlier investor relations and corporate finance roles at Velocom, MediaOne, and Northwest Airlines, and CPA at PwC. Education: University of Michigan (BGS, MBA); graduate studies at the Stockholm School of Economics; director education at Kellogg WDDP and the Directors’ Consortium .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Saddle Ridge Consulting, LLC | President | Jan 2018–present | Advises on strategic issues |
| IHS Markit Ltd (formerly IHS Inc.) | EVP, Chief Administrative Officer | 2004–2017 | Led HR, marketing, communications, sustainability, IR (≈450 staff) |
| Genesis, Inc. | Partner | Prior to 2004 | Strategy advisory |
| Velocom, MediaOne Group Ltd., Northwest Airlines, Inc. | Investor Relations/Corporate Finance leadership | Prior to 2004 | IR lead at Velocom, MediaOne; finance roles at Northwest Airlines |
| PricewaterhouseCoopers LLP | CPA | Early career | Accounting foundation |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Brightview Holdings, Inc. | Director | Since Apr 2019 | Public company board service |
| ServiceSource International, Inc. | Director | Mar 2020–Aug 2022 | Public company board service |
| Aspire Healthy Energy | Director | Current | Private company |
| Kickstart International | Board member | Current | Non-profit impact |
| University of Michigan Ross School of Business | Dean’s Advisory Board | Current | Academic advisory |
| International Women’s Forum | Member | Current | Leadership network |
Board Governance
| Item | Detail |
|---|---|
| Independence | Independent director; all standing committees are fully independent |
| Committee assignments | Chair, Human Resources & Compensation (HRCC); Member, Audit |
| Audit expertise | Audit Committee financial expert (with Valeria Alberola and Anthony Munk) |
| Meetings (2024) | Board held 6 formal meetings; Audit met 4 times; HRCC met 5 times; Nominating & Governance met 4 times; Finance met 2 times |
| Attendance | Each director attended ≥75% of Board/committee meetings; AGM attendance was 11 of 12 directors |
| Executive sessions | Regular sessions of independent directors without management |
| Overboarding policy | Non-management directors limited to 3 other public boards; Audit members ≤2 other audit committees (unless Board approves) |
| Compensation interlocks | None in 2024 |
Fixed Compensation (Director)
| Component | Amount ($) | Notes |
|---|---|---|
| Board annual cash retainer | 85,000 | Standard non-employee director cash retainer |
| Committee chair cash retainer (HRCC) | 30,000 | HRCC chair fee |
| Total cash fees (2024) | 115,000 | Per director comp table |
| Cash-to-share election | 18,629 shares | Elected ordinary shares in lieu of 100% of cash retainers |
Performance Compensation (Director Equity)
| Grant Type | Grant Date | Shares (#) | Grant-Date Fair Value ($) | Vesting |
|---|---|---|---|---|
| Annual RSU award | May 7, 2024 | 23,741 | 165,000 | Vests immediately preceding the next AGM |
| Program structure | — | — | — | Annual RSUs to non-employee directors who receive compensation; paid at $165k; no performance conditions |
Other Directorships & Interlocks
| Company | Sector | Nature of Interlock/Conflict |
|---|---|---|
| Brightview Holdings, Inc. | Services (landscaping) | No related-party transactions with Clarivate disclosed |
| ServiceSource International, Inc. (prior) | Tech/Services | No Clarivate related-party transactions disclosed |
| Aspire Healthy Energy (private) | Energy/Health | No Clarivate related-party transactions disclosed |
Expertise & Qualifications
- Human resources leadership, finance/accounting, sustainability, investor relations; former CAO overseeing multiple corporate functions .
- Designated Audit Committee financial expert; CPA credential; broad governance and oversight capability .
- Education and board training (Michigan BGS/MBA; Stockholm School of Economics; Kellogg WDDP; Directors’ Consortium) .
Equity Ownership
| Measure | Value |
|---|---|
| Direct shares held | 138,887 |
| Unvested RSUs vesting within 60 days (as of Mar 10, 2025) | 23,741 |
| Total beneficial ownership | 162,628 shares; <1% of outstanding |
| Ownership guidelines | Non-employee directors must hold ≥5× annual cash retainer; 5-year compliance window |
| Compliance status | As of Jan 1, 2025, all non-employee compensated directors have met or are on track to meet guidelines |
| Hedging/Pledging | Prohibited by Clarivate insider trading and pledging policies (no margin accounts or pledged shares) |
Governance Assessment
- Board effectiveness: Serves as HRCC Chair overseeing CEO and NEO pay, recoupment/clawback policies, and compensation risk; HRCC engages independent consultant (Pay Governance), reinforcing independence and process rigor .
- Financial oversight: Audit Committee membership and “financial expert” designation strengthen reporting, controls, and risk oversight (Audit now owns risk oversight responsibilities) .
- Alignment: Elected to take all cash fees in shares and receives annual RSUs; beneficial ownership and director ownership guidelines enhance skin-in-the-game .
- Shareholder signals: 2024 say‑on‑pay approved by ~99%, indicating robust investor support for compensation governance overseen by HRCC .
- Conflicts/related parties: No related‑party transactions disclosed for Ms. Okun Bomba; Audit Committee reviews and pre‑approves related person transactions; prohibitions on hedging/pledging reduce alignment risk .
RED FLAGS
- None disclosed specific to Ms. Okun Bomba: no related‑party transactions; no hedging/pledging; compensation interlocks absent in 2024. Overboarding limits appear respected (current one public company board outside Clarivate) .