Pinkie Mayfield
DXC TechnologyAbout Pinkie D. Mayfield
Independent director of DXC Technology since July 2023; age 57. Former Chief Communications Officer and Vice President of Corporate Affairs at Graham Holdings Company (2015–Dec 2024), with prior finance roles at NationsBank (now Bank of America). Director at Founders Bank (Audit Committee chair since 2020) and treasurer of the District of Columbia College Access Program. Education: B.A. (magna cum laude) from Trinity Washington University; M.B.A. from University of Maryland University College .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Graham Holdings Company | Chief Communications Officer & VP Corporate Affairs | Feb 2015–Dec 2024 | Led corporate affairs, PR, communications, strategic initiatives |
| Graham Holdings Company | Executive leadership positions (joined 1998) | 1998–2015 | Various executive roles across corporate functions |
| NationsBank (Bank of America) | Vice President & Trust Officer, Investment Services | Pre-1998 | Finance and fiduciary responsibilities |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Founders Bank (Washington, D.C.) | Director; Audit Committee Chair | 2020–present | Audit oversight leadership |
| DC College Access Program | Treasurer, Board of Directors | Current | Financial stewardship for education non-profit |
| Ready Capital Corporation | Director | Jun 2023–Jul 2024 | Public company board experience (REIT) |
| Broadmark Realty Capital Inc. | Director (prior to acquisition by Ready Capital) | Through 2023 | Public company board experience (REIT) |
Board Governance
- Independence: Board determined Mayfield is independent (NYSE standards) and all committee membership is independent .
- Committee assignment: Nominating/Corporate Governance Committee member (not chair) .
- Attendance: In FY2025 the Board met 7 times; Nominating/Governance met 4; no director attended fewer than 91% of applicable meetings; all directors then serving attended the 2024 annual meeting .
- Oversight areas connected to her committee: Information security/cybersecurity, AI governance and risk management, and ESG/climate risks overseen by Nominating/Corporate Governance Committee .
| DXC Committee | Member/Chair | FY2025 Meetings |
|---|---|---|
| Nominating/Corporate Governance | Member (Chair: David Barnes) | 4 |
| Audit | Not a member | 8 |
| Compensation | Not a member | 4 |
| Full Board | Director | 7 |
Fixed Compensation (Director)
| Component (FY2025) | Amount (USD) | Notes |
|---|---|---|
| Annual Cash Retainer | $100,000 | Standard non-employee director retainer |
| Committee Member Cash Retainer | $10,000 | For committee membership |
| Additional Meeting Attendance Fee | $6,000 | For meetings above thresholds |
| Total Cash Earned/Paid | $116,000 | Row: “Pinkie Mayfield” |
Performance Compensation (Director)
| Equity Award | Grant Date | Shares (#) | Grant-Date Fair Value (USD) | Vesting |
|---|---|---|---|---|
| Annual RSUs | Aug 13, 2024 | 12,300 | $240,465 | Vest in full at earlier of first anniversary or next annual meeting (scheduled to vest on Jul 22, 2025) |
- Director equity program uses time-based RSUs; no performance metrics are applied to director grants. RSUs vest at the earlier of one year from grant or the next annual meeting, and may be deferred per director elections .
Other Directorships & Interlocks
| Company | Public/Private | Relationship to DXC | Potential Interlock/Conflict |
|---|---|---|---|
| Ready Capital Corporation | Public | Unrelated REIT | None disclosed |
| Broadmark Realty Capital Inc. | Public (acquired by Ready Capital) | Unrelated REIT | None disclosed |
| Founders Bank | Private/community bank | Unrelated banking | None disclosed |
| DC College Access Program | Non-profit | Unrelated | None disclosed |
- Related-party transactions: DXC disclosed no related-party transactions requiring approval in FY2025; policy requires Nominating/Corporate Governance Committee approval for transactions over $120,000 with related persons .
Expertise & Qualifications
- Skill profile: Leadership/Management; Public Company Governance; Audit & Financial Expertise; Enterprise Transformation & Culture Building; Capital Markets & Treasury; ESG .
- Sector experience: Corporate affairs/communications, finance and banking; governance and risk oversight .
- Education: B.A. (magna cum laude) Trinity Washington University; M.B.A. University of Maryland University College .
Equity Ownership
| Holder | Shares Beneficially Owned (#) | Percent of Class | Unvested RSUs Outstanding (#) | As-of Date |
|---|---|---|---|---|
| Pinkie D. Mayfield | 24,700 | <1% | 12,300 | May 28, 2025 (ownership); Mar 31, 2025 (RSUs) |
- Director ownership guideline: 5x annual retainer to be achieved within five years; RSUs and directly held shares count toward compliance .
- Anti-hedging/pledging: Prohibited for directors (no short sales, no margin accounts, no pledging) .
Insider Trades (Form 4)
| Date Filed | Effective/Trade Date | Summary | Source |
|---|---|---|---|
| Aug 15, 2024 | Aug 13, 2024 | RSU award; each RSU entitles one share of common stock (director annual grant) | |
| Aug 7, 2025 | Aug 5, 2025 | Statement of changes in beneficial ownership (Form 4 filed by “Mayfield Pinkie Dent”) |
Note: Proxy tables corroborate unvested RSUs and director equity grant counts/values for FY2025; Form 4 filings memorialize grant and settlement events .
Governance Assessment
- Alignment and independence: Independent director; serves on Nominating/Corporate Governance Committee that oversees cybersecurity, AI governance, and ESG—areas material to investor risk and compliance .
- Engagement: Board and committees met regularly; no director fell below 91% attendance, implying strong engagement norms; directors expected to attend annual meetings .
- Compensation mix and ownership: Balanced cash/equity structure with annual RSUs; robust non-employee director ownership guideline (5x retainer) and anti-hedging/pledging rules enhance alignment .
- Conflicts/related-party exposure: DXC reported no related-party transactions in FY2025; committee structure requires independence and provides oversight of related-party policies .
- Signals: Prior public company board service (Ready Capital, Broadmark) and audit chair role at Founders Bank add governance and financial oversight depth; committee assignment places her at the nexus of AI/cyber/ESG oversight, which is increasingly scrutinized by investors .
RED FLAGS: None disclosed (no related-party transactions; prohibited hedging/pledging; independent status; strong attendance expectations) .