Alex von Furstenberg
Expedia GroupAbout Alex von Furstenberg
Independent director at Expedia Group since 2015 (age 55). Career investor: Chief Investment Officer of Ranger Global Advisors, a family office he founded in June 2011; previously Founder/Co-Managing Member and CIO of Arrow Capital Management (since 2003) and CIO of Arrow Investments (since 2001). The Board cites his private investment and board experience, capital markets insight, and high financial literacy; he is Barry Diller’s stepson, a relevant governance consideration .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ranger Global Advisors, LLC | Chief Investment Officer | Since June 2011 | Family office focused on value-based investing |
| Arrow Capital Management, LLC | Founder, Co-Managing Member & CIO | Since 2003 | Investment management; capital markets expertise |
| Arrow Investments, Inc. | Chief Investment Officer | Since 2001 | Investment leadership |
| Diane von Furstenberg Studio, LLC | Partner & Co-Chairman of the Board | Not disclosed | Brand/marketing exposure |
| The Diller–von Furstenberg Family Foundation | Director | Not disclosed | Governance link to significant shareholder |
| Friends of the High Line | Director | Not disclosed | Philanthropy board experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| IAC Inc. | Director | Since 2008 | Shared ties with EXPE Chair Barry Diller |
| Vimeo, Inc. | Director | Since June 2023 | Public company directorship |
| Giovanni Agnelli | Director | Since May 2023 | Board role |
| La Scogliera | Director | 2016–2020 | Prior board role |
Board Governance
- Committee assignments: None; he is not a member of Audit, Compensation, Nominating, or Executive Committees .
- Independence: Not listed among Expedia’s seven independent directors; therefore classified as non‑independent under Nasdaq rules .
- Attendance: In 2024, the Board met four times; each director attended at least 75% of aggregate Board and committee meetings; all directors attended the 2024 annual meeting .
- Lead Independent Director & executive sessions: No lead independent director; independent directors meet in regularly scheduled sessions, typically after each Board meeting .
Fixed Compensation
| Component | Amount ($) | Notes |
|---|---|---|
| Annual cash retainer | 45,000 | Paid quarterly |
| Committee membership retainers | 0 | No committee assignments |
| 2024 fees earned (actual) | 45,000 | As reported in director compensation table |
| Meeting fees | Not applicable | Not disclosed |
Program terms for all non‑employee directors:
- Committee retainers: Audit $20,000; Compensation $15,000; Nominating $17,500. Additional Chair retainers: Audit $15,000; Compensation $15,000 .
Performance Compensation
| Equity Component | Value/Units | Vesting / Terms |
|---|---|---|
| Annual RSU grant (2024) | $249,985 | RSUs vest in three equal installments starting on the first anniversary of grant; full vest on change-of-control per RSU agreement |
| RSUs outstanding (12/31/2024) | 4,601 RSUs | Time-based RSUs |
| RSUs vesting within 60 days of 4/4/2025 | 2,253 RSUs | Included in beneficial ownership calculations |
| Deferred share units balance | 1,546.11 share units (12/31/2024) | Under Director Deferred Compensation Plan; dividends credited as equivalents; payout in shares or cash post‑service |
Notes:
- Director equity is time‑based; no explicit performance metrics (e.g., revenue growth, EBITDA, TSR) are tied to director RSUs .
Other Directorships & Interlocks
| Entity | Nature of Interlock | Governance Considerations |
|---|---|---|
| IAC Inc. | Board overlap (Alex von Furstenberg director; Barry Diller Chair/Senior Executive of IAC and EXPE) | Cost sharing and aircraft arrangements between IAC and EXPE (e.g., ~$0.5M shared costs; ~$1.2M aircraft use; ~$3.7M flight crew payments by EXPE in 2024) create related‑party exposure managed by agreements |
| The Diller–von Furstenberg Family Foundation | Holds 439,552 Class B shares of EXPE; Alex has certain voting/dispositive power as Foundation director | Class B carries 10 votes/share; governance agreement imposes change‑of‑control and voting restrictions to protect common shareholders |
Expertise & Qualifications
- Board matrix highlights: Public company board experience; financial expertise; brand/marketing experience .
- Board’s rationale: Insight into capital markets and investment strategy; high financial literacy .
Equity Ownership
| Ownership Detail | Amount | % / Notes |
|---|---|---|
| Common stock beneficially owned | 460,631 shares | Includes 18,826 common shares, 2,253 RSUs vesting within 60 days, and 439,552 Class B shares counted as convertible one‑for‑one |
| Common stock % of class | * (<1%) | As disclosed |
| Class B common stock | 439,552 shares | 8.0% of Class B outstanding |
| Percent of votes (all classes) | 2.5% | One vote per common; 10 votes per Class B |
| Ownership guidelines | 5× cash retainer (= $225,000); 5‑year compliance window | As of 4/4/2025, all Covered Directors except Mr. Wang held >$225,000; implies Alex meets guideline |
| Hedging policy | Prohibits short sales and hedging/monetization transactions in EXPE securities |
Shareholder Voting Signals (2025 Annual Meeting)
| Item | Votes For | Withheld/Against | Abstain | Broker Non‑Votes |
|---|---|---|---|---|
| Director election – Alex von Furstenberg | 143,337,682 | 11,812,086 | — | 9,804,215 |
| Say‑on‑pay (Advisory) | 116,824,794 | 38,236,119 | 88,855 | 9,804,215 |
Governance Assessment
- Independence and family ties: He is non‑independent; the proxy notes he is Barry Diller’s stepson . The Family Foundation’s Class B stake (8.0% of Class B; 2.5% voting power across all classes) and his voting/dispositive role present potential conflicts and concentration of influence; mitigated partially by governance agreement limits on Class B voting in specified matters post‑Diller’s departure and change‑of‑control parity protections .
- Committee participation: No committee assignments, reducing his direct role in audit, compensation, and nomination oversight; independent committees remain the primary mechanism for fiduciary oversight .
- Attendance and engagement: Board met four times in 2024; all directors met 75%+ attendance and attended the annual meeting, indicating baseline engagement .
- Compensation and alignment: Mix is modest cash ($45,000) and equity ($249,985 RSUs), with time‑based vesting and DSU deferral (1,546.11 units), supporting alignment via share accumulation; director ownership guidelines (≥$225,000) appear to be met .
- Related‑party exposure: Ongoing IAC cost‑sharing and aircraft arrangements reflect structured inter‑company dealings under documented agreements; Audit Committee reviews related‑party transactions per charter and process .
- Shareholder support: 2025 election support was strong in raw votes (143.3M For vs 11.8M Withheld), though not unanimous, signaling investor tolerance for family ties but continued scrutiny of governance concentration .
RED FLAGS: Non‑independent status due to family relationship; voting/dispositive power over Foundation’s Class B shares; interlocks with IAC and family governance structures warrant continued monitoring of related‑party transactions and board decision processes .