Brenda M. Lantz
HEARTLAND EXPRESSAbout Brenda M. Lantz
Dr. Brenda M. Lantz (age 56) is an independent director of Heartland Express (HTLD) since October 2023. She is Associate Director of North Dakota State University’s Upper Great Plains Transportation Institute and Program Director of the Commercial Vehicle Safety Center; she holds an M.S. in Statistics (NDSU) and a Ph.D. in Business Administration (Supply Chain & Information Systems, Penn State), with 31+ years of transportation safety research experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Upper Great Plains Transportation Institute (NDSU) | Associate Director | Not disclosed | Leads research, education, outreach; coordinates centers and staff synergy |
| Commercial Vehicle Safety Center (UGPTI) | Program Director | Not disclosed | Point of contact for agencies; conducts safety-related research and analysis |
External Roles
| Organization | Role | Sector | Notes |
|---|---|---|---|
| North Dakota State University (UGPTI/CVSC) | Associate Director; Program Director | Academic/Research | Safety-focused transportation research leadership |
Board Governance
- Committee assignments: Vice Chairperson, Nominating & Governance; Member, Compensation Committee .
- Independence: Determined independent under NASDAQ rules; all committee members independent .
- Attendance: Board held 4 regular meetings in 2024; all directors and committee members attended 100% of their meetings .
- Board context: Audit & Risk Committee operated with a cure period (pending third member) after a director’s passing; not directly related to Lantz’s committees .
| Board/Committee | 2024 Meetings | Lantz Attendance |
|---|---|---|
| Board of Directors | 4 | 100% |
| Compensation Committee | 5 | 100% |
| Nominating & Governance Committee | 7 | 100% |
Fixed Compensation
- Compensation structure: Annual cash retainer $45,000; meeting fees $1,500 per board meeting and $750 per committee meeting; chair fees apply only to relevant chairs (Pratt $12,500; Allen $7,000; Neville $7,000) .
- 2024 total fees earned by Lantz: $59,250; no director stock awards granted in 2024 .
| Component (2024) | Amount |
|---|---|
| Annual cash retainer | $45,000 |
| Board meeting fees (per meeting) | $1,500 |
| Committee meeting fees (per meeting) | $750 |
| Chair fees (if applicable) | None for Lantz |
| Stock awards | $0 |
| Total fees earned | $59,250 |
Performance Compensation
- Equity policy: Restricted Stock Plan allows stock awards to directors to align interests; no performance-conditioned elements disclosed for directors .
- Ownership guidelines: Directors must own 3× the base annual cash retainer within four years; guidelines in place to enhance alignment .
| Item | 2024 Status | Notes |
|---|---|---|
| Director equity grant | None | No director grants disclosed for 2024 |
| Plan features | Restricted stock available | Alignment-focused; not disclosed as performance-tied for directors |
| Director ownership guideline | 3× retainer within 4 years | Applies to all directors |
Other Directorships & Interlocks
| Company/Organization | Role | Public Company? | Interlocks/Conflicts |
|---|---|---|---|
| None disclosed (public boards) | — | — | No public company directorships disclosed |
| NDSU UGPTI/CVSC | Associate Director; Program Director | No | Academic roles; no related-party exposure noted |
Expertise & Qualifications
- Industry and safety expertise: Extensive commercial vehicle safety research; transportation operations insight .
- Governance and risk management: Identified competencies include governance and risk management in the director qualifications matrix .
- Education: M.S. Statistics (NDSU); Ph.D. Business Administration, Supply Chain & Information Systems (Penn State) .
Equity Ownership
| Holder | Shares Beneficially Owned (as of 3/10/2025) | % of Class |
|---|---|---|
| Dr. Brenda M. Lantz | — | <1% (*) |
- Anti-hedging/pledging: Directors prohibited from hedging or pledging HTLD stock; no hardship exceptions .
- Director stock ownership guidelines: 3× base annual cash retainer within 4 years; individual compliance status not disclosed .
Governance Assessment
- Strengths: Independent director with safety and risk expertise; active roles on Nominating & Governance (Vice Chair) and Compensation; perfect attendance in 2024; anti-hedging/pledging policy and clawback framework enhance governance hygiene .
- Alignment watchpoints: 2024 director pay entirely cash; no equity grants to Lantz and zero reported share ownership at record date—ownership guideline exists, but individual compliance not disclosed; monitor progress toward 3× retainer within the four-year window .
- Conflicts/related parties: No related-party transactions involving Lantz disclosed; related-party procedures are in place and administered by Audit & Risk Committee .
- Board context signals: Strong committee independence; audit committee operating under a cure period due to a vacancy (resolved upon adding a third member), highlighting ongoing governance maintenance; say-on-pay support in 2024 at 89.7% indicates general investor confidence in compensation practices (executive program) .