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Brent Bickett

Director at Dayforce
Board

About Brent Bickett

Independent director of Dayforce, Inc. since December 2013; age 60. Currently President and CEO of 3B Capital Partners (private investment and advisory). Prior roles include President (through Dec 2020) and Senior Advisor (through Dec 2021) at Cannae Holdings, Inc., and President/EVP Corporate Strategy at Fidelity National Financial. Core credentials: management leadership, capital allocation, M&A/corporate finance, and strong financial literacy .

Past Roles

OrganizationRoleTenureCommittees/Impact
Cannae Holdings, Inc.President; Senior AdvisorPresident until Dec 2020; Senior Advisor until Dec 2021 Leadership and capital allocation; diversified investment company
Fidelity National Financial, Inc.President; EVP Corporate StrategyNot disclosed (prior role) Corporate strategy; title insurance and settlement services
Dayforce entities (predecessors)Director/ManagerMay 2007 – April 2018 Oversight across predecessor entities

External Roles

OrganizationRoleTenureNotes
3B Capital Partners, Inc.President & CEOCurrent Private principal investment and capital advisory
Other public company boardsNoneNo current public company directorships

Board Governance

ItemDetails
IndependenceIndependent director; Board is majority independent and all directors other than the Chair/CEO are independent
CommitteesCompensation Committee (Chair); Acquisition & Finance (Member); Corporate Governance & Nominating (Member)
Committee activity (FY2024)Acquisition & Finance: 3 meetings; Compensation: 6 meetings; Corporate Governance & Nominating: 4 meetings
AttendanceEach director attended at least 92% of Board and relevant committee meetings (FY2024); 8 of 9 directors attended the 2024 annual meeting
Lead Independent DirectorGerald Throop; robust duties (exec sessions, agenda input, liaison)
Overboarding policyMax four public company boards (incl. Dayforce); all directors comply
Insider trading policyNo hedging or pledging; no exceptions granted in 2024; blackout windows; no margin accounts/short sales
Stockholder engagementOngoing program; investor day; strong 2024 Say‑on‑Pay support

Fixed Compensation

ComponentAmount/Detail
Annual cash retainer$50,000 (non‑employee directors)
Committee chair fee (Compensation)$12,500 (annual cash)
Annual equity grant$250,000 in RSUs
2024 actual compensationFees earned in cash: $62,500; Stock awards: $250,000; Total: $312,500
2024 election formElected to receive all cash/equity plus chair fee in RSUs; total 5,454 RSUs (grant-date price $57.29; closing 5/3/2024)
RSU vesting (annual grant)Vests pro‑rata quarterly over one year
Unvested RSUs at 12/31/20242,726 RSUs; vest on 2/3/2025 and 5/3/2025
One‑time appointment RSUProgram provides $200,000 RSUs upon initial appointment, vesting pro‑rata annually over 3 years (historical policy)

Performance Compensation

  • Non‑employee director pay does not include performance‑based metrics (director program is cash retainer, chair fees, and time‑based RSUs; directors may elect cash to RSUs) .

Other Directorships & Interlocks

CategoryDetail
Current public boardsNone
Board‑level interlocks (context)Dayforce provided ~$0.9M of services to Corpay, Inc. in 2024, where fellow Dayforce directors Clarke, Hagerty, and Throop serve (and Clarke is Corpay CEO/chair); additional related‑party revenues/payments: Verve Senior Living ($0.4M; linked to Ossip), BlackRock ($1.0M revenue; $0.2M payments)
Historical arrangementsRegistration Rights Agreement at IPO with THL affiliates, Cannae, and Ossip family entities (rights to register shares)

Expertise & Qualifications

  • Brings investment, transaction, capital allocation, and corporate strategy expertise; advanced financial literacy and M&A/corporate finance skills .
  • Nominee skills matrix indicates advanced knowledge across strategic transformation leadership, public board service, financial literacy, global business, and M&A/corporate finance .

Equity Ownership

ItemDetail
Total beneficial ownership115,220 shares (<1% of outstanding)
Breakdown13,020 shares directly; 87,374 via Ponte Vedra Beach Limited Partnership (beneficial owner); 14,826 options currently exercisable or within 60 days; excludes deferred RSUs
Unvested RSUs2,726 RSUs at 12/31/2024 (scheduled vestings 2/3/2025 and 5/3/2025)
Pledging/hedgingProhibited by policy; no exceptions granted in 2024
Ownership guidelinesDirectors must hold ≥5x annual base cash retainer; all non‑employee directors compliant as of 12/31/2024

Governance Assessment

  • Strengths: Independent director; Compensation Committee Chair with fully independent membership and no compensation committee interlocks; robust governance policies (no hedging/pledging, clawback, majority voting, annual elections), and strong stockholder engagement; Say‑on‑Pay support at ~91.4% in 2024 .
  • Alignment: Elected to receive 100% of 2024 director cash/equity and chair fee in RSUs (5,454 units), increasing equity exposure; compliant with director stock ownership guidelines (≥5x retainer) .
  • Attendance/engagement: Board met 5 times in FY2024; each director attended ≥92% of Board/committee meetings; independent director executive sessions held regularly .
  • Potential conflicts: Prior executive ties to Cannae and FNF (no 2024 RPTs disclosed with Cannae/FNF); historical charter provisions referenced corporate opportunities with Cannae/THL and IPO registration rights included Cannae/THL affiliates—monitor for any future transactions involving those entities; current RPTs exist at board level with Corpay (via other directors), not Bickett .
  • Consultant independence: WTW served as independent compensation consultant in 2024 (also provided other services totaling ~$5.5M); Compensia engaged in Dec 2024; both assessed as independent—still a governance point to monitor given non‑comp services .

RED FLAGS: None specific to Bickett disclosed for FY2024 (no pledging/hedging exceptions; no RPTs linked to him). Board‑level RPTs with Corpay and historical ties to THL/Cannae merit continued monitoring for conflicts and corporate opportunity handling .