Gary Shedlin
About Gary Shedlin
Gary S. Shedlin, age 61, will join Fiserv’s Board of Directors effective January 1, 2026 as an independent director and Audit Committee Chair. He is Vice Chairman of BlackRock (since 2023) and formerly served as BlackRock’s CFO from 2013–2023; prior roles include Vice Chairman, Investment Banking at Morgan Stanley (2010–2012) and senior leadership positions at Citigroup and Lazard. He holds a BA in Economics from Colgate University and an MBA from Harvard Business School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BlackRock, Inc. | Chief Financial Officer | 2013–2023 | Led financial strategy and capital allocation |
| Morgan Stanley | Vice Chairman, Investment Banking; Managing Director, Financial Institutions Group | 2010–2012 | Strategic advisory to banks/asset managers |
| Citigroup | Chairman, Financial Institutions Group | Prior to 2010 (years not disclosed) | Financial institutions advisory |
| Lazard Frères & Co. | Managing Director; Co‑Head, Financial Institutions Group | Prior to Citigroup (years not disclosed) | M&A/advisory leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| BlackRock, Inc. | Vice Chairman; Member of Global Executive Committee | 2023–present | Focus on strategic clients; Office of the Chairman |
| BlackRock Financial Markets Advisory | Chairman | Current | Oversees advisory services to FIs and official institutions |
| Decarbonization Partners (BlackRock/Temasek JV) | Chairman | Current | Climate-focused JV |
| Bob Woodruff Foundation | Director | Current | Veterans’ support nonprofit |
Board Governance
- Committee assignments: Audit Committee Chair effective January 1, 2026 .
- Independence: The Board determined Shedlin is independent under applicable exchange rules .
- Governance instruments: Will execute Non‑Employee Director Indemnity Agreement; eligible for the Fiserv Non‑Employee Director Deferred Compensation Plan .
- Stock ownership policy: Non‑employee directors must hold Fiserv stock equal to 4x the sum of the standard annual board cash fee plus the annual equity award ($1,320,000 based on $100,000 cash fee + $230,000 equity award) within five years .
- Trading/hedging policy: Directors are prohibited from hedging or pledging Fiserv stock; pre‑clearance and blackout periods apply .
- Executive sessions: Non‑management directors meet in executive session at each regular Board meeting .
Fixed Compensation
Expected elements based on Fiserv’s standard non‑employee director program (and Audit Chair role):
| Component | Amount (USD) | Notes |
|---|---|---|
| Board cash retainer | $100,000 | Standard board fee |
| Committee membership fee | $15,000 | Per committee; Audit membership |
| Audit Committee Chair fee | $25,000 | Chair premium |
| Total expected cash | $140,000 | Board + Audit member + Audit Chair |
| Annual equity grant (RSUs) | $230,000 | Granted at election/re‑election; units = $230,000 ÷ closing price on grant date |
| Deferral eligibility | — | May defer up to 100% of cash fees and vested RSUs into share units; paid in shares at departure |
Per FI’s October 2025 8‑K, Shedlin will participate in standard non‑employee director compensation arrangements as filed in FI’s 2025 Form 10‑K; amounts above reflect FI’s disclosed 2024 director program .
Performance Compensation
Directors do not receive performance‑conditioned equity; RSUs are time‑vested.
| Equity Element | Grant Value | Vesting | Performance Metrics |
|---|---|---|---|
| Restricted Stock Units (RSUs) | $230,000 | Vest 100% on earlier of 1st anniversary or immediately prior to the next annual meeting | None (time‑based only) |
Other Directorships & Interlocks
| Company | Role | Tenure | Potential Interlocks/Notes |
|---|---|---|---|
| — | — | — | FI’s 8‑K did not disclose other public company boards for Shedlin at appointment |
Expertise & Qualifications
- Deep finance and capital markets expertise; decade as BlackRock CFO and senior investment banking leadership .
- Audit and financial reporting oversight relevant to Audit Chair role .
- Strategic advisory to global financial institutions; experience in M&A and capital allocation .
- Education: BA in Economics (Colgate), MBA (Harvard Business School) .
Equity Ownership
- Individual beneficial ownership at FI not yet disclosed (new appointee effective Jan 1, 2026); directors must comply with 4x ownership guideline and are prohibited from hedging/pledging .
Governance Assessment
- Positive signals: Independent status; appointment as Audit Committee Chair strengthens financial oversight; alignment via equity‑heavy director pay and rigorous ownership policy .
- Compensation structure: Simple and transparent mix of cash retainer, committee fees (including Audit Chair), and annual RSUs; deferral features further align long‑term interests .
- Conflicts/related‑party: FI disclosed no transactions requiring Item 404(a) related‑party reporting for Shedlin at appointment; Board affirmed independence .
- Board time‑commitment safeguards: FI governance guidelines cap independent directors at four for‑profit boards and consider external commitments in nominations; relevant given Shedlin’s senior external role .
- RED FLAGS: None disclosed at appointment (no related‑party transactions; independence affirmed). Monitor future filings for time‑commitment/attendance and any evolving relationships linked to BlackRock or affiliated entities .