Liane Pelletier
About Liane J. Pelletier
Independent director at Frontdoor, Inc. since 2018; age 67; serves on the Audit Committee and Compensation Committee. She is designated an “audit committee financial expert,” is financially literate under SEC/Nasdaq rules, and was determined by the Board to be independent. Education: B.A. in Economics magna cum laude (Wellesley College) and M.S. from MIT Sloan; earned a professional certificate in cybersecurity from Carnegie Mellon’s Software Engineering Institute in 2017. Background includes CEO/Chairwoman/President of Alaska Communications (2003–2011) and prior executive roles at Sprint; current external role includes Expeditors International (chair of Nominating & Corporate Governance) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alaska Communications Systems | Chairwoman, Chief Executive Officer, President | 2003–2011 | Led telecom/IT services provider; executive and board leadership in regulated industries |
| Sprint Corporation | Various executive positions | Prior to 2003 (dates not specified) | Telecom operating leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Expeditors International of Washington, Inc. | Director; Chair, Nominating & Corporate Governance Committee | Current | Governance leadership at global logistics company |
| ATN International, Inc. | Director | Until April 2023 | Telecommunications holding company board service |
| Switch, Inc. | Director | Until sale in December 2022 | Data center and technology infrastructure board service |
Board Governance
- Committees: Audit Committee member; Compensation Committee member .
- Audit Committee expertise: Designated “audit committee financial expert”; financially literate; committee independence affirmed by the Board .
- Meetings and attendance:
- Board held 10 meetings in fiscal 2024; all directors attended 100% of Board and applicable committee meetings except Ms. Catalano (94%); directors attended the 2024 Annual Meeting .
- Audit Committee held 5 meetings in fiscal 2024 .
- Independence: Board determined Ms. Pelletier is independent under Nasdaq and company guidelines .
- Risk oversight scope of Audit Committee includes ERM administration, cybersecurity risk oversight, related-party transaction monitoring, and review of earnings releases/financial statements .
Fixed Compensation (Director)
| Component | FY2024 Amount | Notes |
|---|---|---|
| Cash retainer | $90,000 | Paid quarterly for Board service |
| Committee chair fees | — | Not applicable; Ms. Pelletier is not a chair; chairs received higher cash (e.g., Audit Chair $115,000; Comp Chair $110,000; Lead Director/Nominating Chair $125,000) |
| Meeting fees | — | Not disclosed; company reimburses reasonable meeting/education expenses |
Performance Compensation (Director)
| Equity Award Type | Grant Date | Grant Date Fair Value | Vesting | Deferral Election |
|---|---|---|---|---|
| Fully vested Common Stock | May 14, 2024 | $160,015 | Fully vested at grant | Did not elect DSE deferral (directors who deferred: Ganesh, Boland, Cella, Clipper) |
Performance metrics: Non-employee director grants consist solely of fully vested common stock; no performance-based metrics (RSU/PSU performance targets) apply to director equity grants .
Other Directorships & Interlocks
| Company | Relationship to FTDR | Potential Interlock/Conflict |
|---|---|---|
| Expeditors International of Washington, Inc. | Unrelated industry (global logistics) | No related-party transactions disclosed; Audit Committee monitors related-party transactions; independence affirmed |
Expertise & Qualifications
- Executive and board leadership in highly regulated industries; cybersecurity oversight; business model transformation; shareholder engagement .
- Audit Committee financial expert; financially literate under SEC/Nasdaq rules .
- Education: Wellesley (B.A. Economics, magna cum laude); MIT Sloan (M.S.); Carnegie Mellon SEI cybersecurity certificate (2017) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding | Pledged/Hedged | Notes |
|---|---|---|---|---|
| Liane J. Pelletier | 26,196 | <1% | None pledged; hedging/pledging prohibited by policy | % based on 74,634,580 shares outstanding as of March 1, 2025; prohibition on short sales, hedging, margin, pledging applies to directors |
| Ownership Guidelines (Directors) | 5x annual cash retainer | — | Must retain 100% of acquired shares until guideline met; no fixed timeline | Applies to non-employee directors; includes tax-effected values of certain outstanding awards in calculation |
Governance Assessment
- Strengths:
- Independent director with dual committee service (Audit and Compensation), designated audit committee financial expert—supports oversight of financial reporting, internal controls, ERM, and pay governance .
- Strong attendance record (100% in FY2024 across Board/committees; attended Annual Meeting), indicating high engagement .
- Equity-heavy compensation mix ($160k equity vs $90k cash) and 5x retainer ownership guideline with strict prohibitions on hedging/pledging—aligns interests with shareholders .
- External governance experience (chairing Nominating & Governance at Expeditors) augments board effectiveness .
- Risk indicators and conflicts:
- No related-party transactions involving Ms. Pelletier disclosed; Audit Committee explicitly oversees related-party transaction identification and reporting .
- Shares not pledged; hedging/pledging prohibited—reduces alignment risk .
- Multiple board service noted, but independence and attendance maintained; no red flags disclosed in proxy .