Robert Millard
EvercoreAbout Robert B. Millard
Robert B. Millard (age 74) is an independent director of Evercore Inc. and has served on the Board since 2012. He formerly chaired the MIT Corporation and served on its Executive Committee; earlier he held senior roles, including Managing Director, at Lehman Brothers from 1976 to 2008. He is a member of the Council on Foreign Relations and its Finance & Budget Committee, and holds an S.B. from MIT and an M.B.A. from Harvard Business School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| MIT Corporation | Chairman; Executive Committee member | Through Oct 2020 | Governance leadership at major academic institution |
| Realm Partners LLC | Chairman | 2009–2014 | Led investment firm; oversight and strategic direction |
| Lehman Brothers (and predecessors) | Managing Director and senior roles | 1976–2008 | Long-tenured investment banking leadership |
External Roles
| Organization | Role | Notes |
|---|---|---|
| Council on Foreign Relations | Member; Finance & Budget Committee | Active governance involvement in prominent policy institution |
| MIT Investment Management Company (MITIMCo) | Former endowment board member | Oversight of endowment investments |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Board affirmatively determined Millard is independent under NYSE rules and company standards |
| Board service | Director since 2012 |
| Committee assignments | Compensation Committee – Chair; Nominating & Corporate Governance Committee – Member |
| Committee meeting cadence (2024) | Audit 7; Compensation 5; Nominating & Corporate Governance 2 |
| Board meetings (2024) | 5 full Board meetings |
| Attendance | Each director attended over 80% of Board and applicable committee meetings |
| Lead Independent Director | Gail B. Harris (also Chair, Nominating & Corporate Governance) |
| Executive sessions | Independent directors meet regularly without management |
| Committee independence | 100% of committee members are independent |
Fixed Compensation
| Component (2024) | Amount ($) | Detail |
|---|---|---|
| Fees Earned or Paid in Cash | 155,000 | Includes annual retainer and committee chair fee |
| Stock Awards (grant-date fair value) | 129,762 | Annual RSU award (639 RSUs); delivers on first anniversary |
| Total | 284,762 | Sum of cash and stock awards |
| Standard Director Pay Structure | — | Annual retainer $125,000; annual RSU grant $125,000; committee chair fee $30,000; one-time $50,000 RSUs upon joining; retainer can be taken in cash/RSUs per election; annual RSUs deliver after one year |
Performance Compensation
- Non-employee director compensation is not tied to formulaic performance metrics; annual RSUs are time-based and deliver on the first anniversary of grant .
| Element | Metric/Terms |
|---|---|
| Equity (RSUs) | Time-based delivery after one year; no performance metrics |
| Options | None historically granted to directors per policy disclosure |
Other Directorships & Interlocks
| Company | Role | Tenure/Status | Notes |
|---|---|---|---|
| L-3 Communications Corporation | Lead Independent Director; Chair of Compensation and Executive Committees | Historical service | Senior oversight roles at major defense contractor |
| Weatherford International Inc. | Director | Until Feb 2012 | Energy services board experience |
| GulfMark Offshore Inc. | Director | Until July 2013 | Offshore services board experience |
Expertise & Qualifications
- Board cited Millard’s extensive investment and financial management experience, leadership as MIT Chairman, and service on other boards; experience with financial and compensation matters was specifically noted as a qualification supporting effective oversight .
- Education: S.B. (MIT); M.B.A. (Harvard Business School) .
Equity Ownership
| Item | Amount |
|---|---|
| Class A shares beneficially owned | 50,862 (less than 1% of Class A) |
| Unvested director RSUs (as of 12/31/2024) | 639 RSUs (deliver June 18, 2025) |
| Director ownership guidelines | Required ownership ≥ 3x most recent annual retainer; must retain 100% of delivered RSUs until compliant |
| Hedging/Pledging policy | Hedging prohibited; pledging prohibited for directors unless approved by Compensation Committee |
Governance Assessment
- Committee leadership and independence: As Compensation Committee Chair with an independent status, Millard anchors pay oversight; the committee had no interlocks or related transactions requiring disclosure in 2024, supporting independence of judgment .
- Shareholder alignment and accountability: Strong say-on-pay support (~93% prior year) and majority voting resignation policy enhance accountability; independent directors conduct regular executive sessions, and equity is a substantial component of director pay, reinforcing alignment .
- Policies reducing risk: Clawback policy for erroneously awarded incentive-based compensation and anti-hedging/anti-pledging policies mitigate misalignment risk .
- RED FLAG to monitor: Evercore’s change-in-control excise tax gross-up provision applies to Mr. Altman’s agreement; as Compensation Committee Chair, Millard’s oversight of legacy provisions that are often viewed unfavorably by shareholders is a potential governance risk signal, though not tied to Millard personally .
- Engagement and attendance: The Board reports robust shareholder engagement and ≥80% meeting attendance for all directors, including Millard—signals of active oversight and responsiveness .