Mika Salmi
About Mika Salmi
Independent director of Hagerty, Inc. since December 2021; age 59 as of April 24, 2025. Serial entrepreneur and venture investor: Venture Partner at Lakestar Advisors since January 2024 (Managing Partner 2020–Jan 2024; Partner Jan 2019–Feb 2020); Senior Advisor at The Raine Group (2014–2019); founding CEO of CreativeLive (2012–2014); founded Atom Entertainment (AtomFilms, Shockwave, AddictingGames), later sold to Viacom where he served as President of Digital and sat on the Executive Committee. Education: B.S. University of Wisconsin; MBA from INSEAD .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lakestar Advisors | Venture Partner | Jan 2024–present | Early-stage venture investing; capital markets experience |
| Lakestar Advisors | Managing Partner | 2020–Jan 2024 | Firm leadership |
| Lakestar Advisors | Partner | Jan 2019–Feb 2020 | Investing |
| The Raine Group LLC | Senior Advisor | 2014–2019 | TMT merchant bank advisory |
| CreativeLive | Founding CEO | 2012–2014 | Online education operations |
| Atom Entertainment | Founder | 1998–sale to Viacom | Built digital media brands; industry pioneer |
| Viacom (now Paramount Global) | President, Digital; Exec Committee | Post-Atom sale | Digital leadership; executive governance exposure |
External Roles
| Organization | Role | Public Company? | Notes |
|---|---|---|---|
| Lakestar Advisors | Venture Partner | No (VC firm) | Current role |
| Viacom (Paramount Global) | President, Digital (past) | Yes | Past operating role; not disclosed as current director |
No current public company board seats for Salmi are disclosed in the proxy .
Board Governance
| Attribute | Details |
|---|---|
| Board tenure | Director since December 2021 |
| Independence | Determined independent under NYSE/SEC rules (all nominees except CEO McKeel Hagerty are independent) |
| Committees | Audit Committee (member; designated “audit committee financial expert”); Finance & Capital Committee (member) |
| Committee Chairs | None (Audit Chair: Laurie Harris; Finance & Capital Chair: Rob Kauffman) |
| Attendance & meetings | 2024 meetings: Board 7; Audit 6; Nominating 5; Compensation 10; Finance & Capital 8; all directors attended ≥75% of Board/committee meetings |
| Lead Independent Director | Bill Swanson |
| Controlled company status | Hagerty utilizes NYSE controlled company exemption; Nominating & Governance Committee includes one non-independent director (McKeel Hagerty) among three independents |
Fixed Compensation
2024 actual director compensation (Salmi):
| Component | 2024 Amount ($) |
|---|---|
| Annual Board Retainer | 85,000 |
| Audit Committee membership fee | 7,500 |
| Finance & Capital Committee membership fee | 5,000 |
| Total Cash Fees (as reported) | 97,500 |
2025 non‑employee director compensation structure (effective April 1, 2025):
| Component | Policy Detail |
|---|---|
| Annual Retainer | $85,000 |
| Committee Chair retainers | Audit Chair $20,000; Compensation Chair $15,000; Nominating & Governance and Finance & Capital Chairs $10,000 |
| Committee membership retainers | Audit $10,000; Compensation $7,500; Nominating & Governance and Finance & Capital $5,000 |
| Lead Director | $30,000 |
| Chair of Board | $75,000 (not paid to management directors) |
| Hagerty Re board service | $5,000 |
Performance Compensation
| Equity Award | Grant Basis | Fair Value ($) | Vesting |
|---|---|---|---|
| 2024 RSU grant | Closing price on March 31, 2024 | 90,000 | 100% on April 1, 2025 |
| 2025 RSU grant | Closing price on March 31, 2025 | 125,000 | 100% on April 1, 2026 |
Performance metrics: None disclosed for director equity (time‑based RSUs; no PSUs/options disclosed) .
Other Directorships & Interlocks
| Counterparty | Type | Relationship |
|---|---|---|
| None disclosed | — | The proxy lists Salmi’s biography but does not disclose current public company board interlocks for him . |
Major shareholders/board representation context: Markel Group and State Farm are significant holders; Markel nominated Michael Heaton to fill a departing director’s seat; this reflects investor rights but no direct interlock is disclosed for Salmi .
Expertise & Qualifications
- Designated Audit Committee Financial Expert under Regulation S‑K Item 407(d)(5) .
- Capital markets, digital media, and technology operating experience; venture investing .
- MBA (INSEAD) and B.S. (University of Wisconsin) .
Equity Ownership
| Item | Value |
|---|---|
| Beneficial ownership (shares) | 28,474 |
| % of outstanding | <1% (asterisk as reported) |
| Director stock ownership guideline | 5x annual retainer = $425,000 |
| Compliance window | 5 years from appointment; re‑measurement after retainer increases (3‑year window to meet new threshold) |
| Compliance status (as of proxy date) | Company disclosed that CEO McKeel Hagerty and directors Rob Kauffman and Bill Swanson have met the threshold; others not stated as having met (monitor for progress) |
Governance Assessment
- Strengths: Independent director with relevant finance/technology background; Audit Committee member and designated financial expert—positive for oversight of reporting, controls, and cybersecurity risk; sits on Finance & Capital Committee, aligning with capital allocation oversight; attendance at least 75% in 2024 meets board expectations .
- Alignment: Balanced cash/equity compensation in 2024 ($97,500 cash; $90,000 RSUs, time‑based), consistent with market norms for independent directors and supports long‑term alignment .
- Ownership signal: Beneficial ownership of 28,474 shares with formal guideline of $425,000; proxy notes only certain directors have met the threshold as of the date—monitor Salmi’s progress within the five‑year window to strengthen alignment .
- Controlled company considerations: Hagerty’s controlled company status and the presence of a non‑independent director on Nominating & Governance may temper perceptions of full independence in board refreshment; however, Salmi’s committee roles are fully independent .
- Conflicts/related parties: Proxy outlines a robust related‑party review policy and pre‑approval for certain ordinary‑course transactions; no Salmi‑specific related‑party transactions disclosed—no immediate conflict indicators identified .
RED FLAGS (to monitor):
- Ownership guideline not disclosed as met by Salmi as of proxy date (monitor for compliance within allowed window) .
- Controlled company governance exemption (Nominating & Governance includes one non‑independent director), which can affect board refresh dynamics; mitigated by Salmi’s independent committee assignments .