Celina J. Wang Doka
About Celina J. Wang Doka
Independent director of F&G Annuities & Life, Inc. (FG), age 64, serving since July 2023. Retired KPMG audit partner with 39 years of accounting and audit experience; designated by FG’s Board as an Audit Committee Financial Expert. Currently serves on FG’s Audit Committee; the Board has determined she is independent under NYSE standards. In 2024, all directors (including Doka) attended at least 75% of board and committee meetings; none attended the 2024 annual shareholder meeting (FG does not require attendance) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| KPMG LLP | Audit Partner; led Building, Construction & Real Estate practice (Orange County) | 39 years | Served on KPMG’s Partnership Audit Committee; established and co-led KPMG’s Network of Women |
| Human Options (non-profit) | Past President, Board of Directors | N/A | Community leadership |
| UC Irvine Paul Merage School of Business | Former Chair, Advisory Board (Program for Real Estate Management) | N/A | Advisory leadership |
External Roles
| Company/Organization | Role | Start Date | Notes |
|---|---|---|---|
| Stantec Inc. | Director | March 2023 | Current public company board; overlap with FG director Douglas K. Ammerman (Stantec Chairman) |
Board Governance
- Committee assignments: Member, Audit Committee; designated Audit Committee Financial Expert (SEC definition). Audit met 5 times in 2024 .
- Independence: Determined independent under NYSE standards and FG’s Corporate Governance Guidelines .
- Attendance and engagement: Board met 4 times in 2024; all directors attended ≥75% of board and relevant committee meetings; non-management directors met periodically in executive sessions. None of the directors attended the 2024 annual shareholder meeting (attendance not required) .
- Controlled company context: FG is 82% owned by Fidelity National Financial (FNF); FG uses NYSE “controlled company” exemptions, though Compensation and Nominating/Governance committees are currently composed entirely of independent directors .
- Audit Committee remit: Oversight of financial reporting, internal control, cybersecurity/ESG risk, and review/approval of related-party transactions >$120,000 .
Fixed Compensation (Director)
| Component | 2024 Amount | Detail |
|---|---|---|
| Annual cash retainer | $100,000 | Paid quarterly to non-employee directors |
| Audit Committee member fee | $15,000 | Additional annual fee (pro-rated; paid quarterly) |
| Total cash received (Doka) | $118,152 | Includes retainer, committee fees, and any meeting fees |
Performance Compensation (Director)
| Equity Award | Grant Date | Shares | Grant-date Fair Value | Vesting | Performance Metrics |
|---|---|---|---|---|---|
| Restricted stock (annual + one-time) | 2024 | 6,515 | $300,016 (at $46.05/share) | Proportionate vesting over 3 years | None; time-based vesting only |
As of 12/31/2024, restricted stock awards outstanding for Doka totaled 14,082 shares .
Other Directorships & Interlocks
| Company | Role | Committee Roles (if disclosed) | Interlock Risk |
|---|---|---|---|
| Stantec Inc. | Director | Not disclosed in FG proxy | Overlap with FG director Douglas K. Ammerman, who is Stantec Chairman (potential governance interlock) |
Expertise & Qualifications
- Deep audit/accounting experience; sector exposure across real estate, investment management, civil engineering, medical device, life sciences, pharmaceuticals, and title insurance .
- Audit Committee Financial Expert designation; financially literate under SEC/NYSE rules .
- Leadership roles in professional networks and advisory boards; governance familiarity .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Beneficial ownership (FG common) | 20,875 shares | As of April 28, 2025; <1% of outstanding |
| Shares outstanding (FG common) | 134,820,676 | As of April 28, 2025 |
| Ownership % (approximate) | ~0.016% | Calculated from disclosed shares and total outstanding |
| Unvested RS (outstanding) | 14,082 shares | As of Dec 31, 2024 |
| Director stock ownership guideline | 5× annual cash retainer | Directors must meet within 4 years |
| Guideline compliance (board-wide) | Exceeded | All directors’ holdings exceeded guidelines as of 12/31/2024 |
| Hedging/pledging | Prohibited (without approval) | Hedging and pledging policy for directors and executives |
Related-Party Exposure and Conflicts
- FNF control and overlap: FG is an 82%-owned subsidiary of FNF; multiple overlapping executives/directors across FG and FNF (e.g., Foley, Quirk, Nolan, Ammerman, Rood, Gravelle), which heightens potential influence risks but is mitigated by independent composition of key committees and Audit Committee review of related-party transactions .
- Blackstone/MVB/BilCar fees: BIS (Blackstone affiliate) manages FG assets; MVB Management (50% owned by BilCar LLC—affiliate of Executive Chairman Foley) receives participation fees from BIS tied to FG AUM. BilCar waived BIS payments in March 2023, but FG agreed to pay BilCar equivalent amounts over 10 years ending March 31, 2033; in 2024 BilCar received $8.8M from MVB and $0.9M from FG. Audit Committee oversees RPTs; this creates a continuing related-party sensitivity requiring vigilant oversight .
- Interlock: Stantec directorship overlap with Audit Committee Chair Ammerman may create subtle network interlock risk; monitor for cross-board influence and independence .
Governance Assessment
- Positives
- Independent director with robust audit credentials; Audit Committee Financial Expert designation supports effective oversight of financial reporting, controls, and complex insurance accounting .
- Strong alignment: Directors exceed ownership guidelines; Doka holds 20,875 shares, with additional unvested RS, aligning incentives with shareholders .
- Committee structure: Independent Compensation and Nominating/Governance committees despite controlled company status; Audit Committee reviews RPTs .
- Caution/RED FLAGS
- Controlled company with extensive FNF overlap increases potential influence risk; related-party arrangements involving BilCar/MVB require sustained Audit Committee scrutiny .
- Engagement optics: No directors attended 2024 annual meeting (attendance not required), which may be viewed negatively by some investors focused on shareholder engagement .
- Interlock: Shared Stantec board service with FG’s Audit Chair (Ammerman) elevates interlock considerations; ensure independence in FG matters .
Overall: Doka’s audit expertise and independence strengthen board oversight. Given FG’s controlled status and ongoing related-party flows, her role on the Audit Committee is critical to investor confidence; transparency and rigorous RPT review remain key.