Gillian Zucker
HOULIHAN LOKEYAbout Gillian B. Zucker
Independent director (age 56) serving on Houlihan Lokey’s board since 2019; CEO of Halo Sports & Entertainment overseeing LA Clippers, San Diego Clippers, Intuit Dome, and KIA Forum, with 30+ years of sports/entertainment leadership and operational transformation experience. Education: Hamilton College (Trustee). Recent leadership includes development and opening of Intuit Dome (Aug 2024). Classified as an independent director under NYSE rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| International Speedway Corporation (NASDAQ: ISCA) | President, Auto Club Speedway | 2005–2014 | Led largest West Coast race track; executive management oversight incl. Chicagoland and Kansas Speedways |
| Daytona International Speedway | VP, Business & Development | Prior to 2005 | Business development leadership |
| Durham Bulls (Minor League Baseball) | Assistant General Manager | 1995–1998 | Team operations and growth |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Halo Sports & Entertainment | Chief Executive Officer | 2014–present | Oversight of LA Clippers/arenas; tech-forward venue development |
| LA Chamber of Commerce | Board Member | Not disclosed | Community/business advocacy |
| Young Presidents’ Organization | Board Member | Not disclosed | Executive leadership network |
| Hamilton College | Trustee | Not disclosed | Higher education governance |
| NBA | Alternate Governor (Clippers) | Not disclosed | League governance liaison |
Board Governance
- Independence: Board determined Zucker is independent under NYSE rules. HLI maintains ≥3 independent directors as required.
- Committees: Audit Committee member; Compensation Committee member and Chair. Audit Committee chaired by Robert A. Schriesheim; Zucker is one of four members. Compensation Committee comprised of Bassey, Schriesheim, and Zucker (Chair).
- Attendance: FY2025 board met 4 times; Audit 8; Compensation 6; Nominating & Corporate Governance 4. Each director attended at least 75% of board and applicable committee meetings; all directors attended the 2024 annual meeting.
- Board structure: Controlled company with HL Voting Trust holding ~74.6% of total voting power; after the 2025 meeting, the board will no longer have a majority of independent directors (while currently complying with non-controlled criteria). Lead Independent Director (Schriesheim) presides over executive sessions ≥ annually.
- Compensation committee practices: Uses WTW as independent consultant; committee assessed consultant conflicts and found none. Responsibilities include CEO pay review, director pay recommendations, incentive/equity plan oversight, and clawback policy administration.
- Policies: Clawback policy effective Oct 2, 2023 (NYSE Rule 10D-1); insider trading policy prohibits hedging, margin purchases, and pledging by directors/executives. Committee charters posted on company website.
Fixed Compensation
| Component | Fiscal 2025 Amount | Notes |
|---|---|---|
| Annual Cash Retainer | $100,000 | Increased in May 2024; paid quarterly, pro-rated if partial year |
| Annual Director Equity (fully vested Class A) | $100,000 | Dollar-denominated award; fully vested; pro-rated if partial year |
| Committee Chair Equity (fully vested Class A) | $30,000 | Compensation Committee Chair award; Audit Chair receives $50,000 (not applicable to Zucker) |
| Total Stock Awards (grant-date fair value) | $128,851 | As reported in FY2025 director compensation table |
| Total FY2025 Director Compensation | $228,851 | Cash $100,000 + Stock Awards $128,851 |
| Meeting Fees | None disclosed | No per‑meeting fees disclosed |
- Ownership guideline: 4× cash retainer ($400,000) raised in FY2025; each director is in compliance.
Performance Compensation
- No performance-based compensation for outside directors disclosed; equity awards are fully vested upon grant, and no options or “option-like” awards are granted to directors.
Other Directorships & Interlocks
| Public Company | Role | Committee | Notes |
|---|---|---|---|
| None disclosed | — | — | No current public company board service disclosed for Zucker |
- Compensation Committee Interlocks: None; members (including Zucker) have never been officers/employees of HLI; no related person transactions tied to committee members.
Expertise & Qualifications
- 30+ years leading complex entertainment businesses; arena development, operations, and strategic innovation; broad organizational transformation experience.
- Governance credentials via multiple external boards and league governance role; higher education trustee.
Equity Ownership
| Holder | Class A Shares | % of Class A | Voting Power % | Notes |
|---|---|---|---|---|
| Gillian B. Zucker | 5,533 | <1% | <1% | As of July 24, 2025 beneficial ownership table |
- Director stock ownership guideline compliance affirmed for all directors. Hedging, margin, and pledging of company stock prohibited.
Governance Assessment
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Strengths:
- Independent director; chairs Compensation Committee and serves on Audit—positions central to pay oversight and financial reporting integrity.
- Documented engagement: attended ≥75% of meetings; full annual meeting participation; executive sessions led by Lead Independent Director.
- Pay oversight quality: independent consultant (WTW) used; conflicts-of-interest assessment performed; clawback policy in place; anti-hedging/pledging policy enhances alignment.
- Ownership alignment: director equity plus 4× retainer guideline with stated compliance improves skin-in-the-game despite fully vested grants.
- Investor sentiment: Say-on-pay support ~97% at 2024 meeting signals broad shareholder confidence in compensation governance.
-
Watch items / RED FLAGS:
- Controlled company risk: HL Voting Trust controls ~74.6% of voting power; post-2025 meeting, board will not have a majority of independent directors, reducing certain NYSE governance protections for Class A holders.
- Fully vested director equity (no performance linkage) is market-standard but may modestly weaken direct pay-for-performance signals for directors; mitigated by ownership guideline.
- No specific individual attendance percentages disclosed (only ≥75% threshold)—limits precision of engagement assessment.
-
Conflicts/Related Party:
- No related-party transactions disclosed involving Zucker; Compensation Committee interlocks explicitly reported as none.
-
Committee Composition & Process:
- Compensation Committee (Chair: Zucker) oversees CEO/NEO pay, director compensation, incentive/equity plans, and clawbacks; uses peer groups (boutique and bulge bracket) for market context via WTW.