Nadine Shea
IDTAbout Nadine Shea
Nadine Shea is Executive Vice President of Global Human Resources at IDT, age 54, serving in this role since September 2019; she joined IDT in May 2000 after private legal practice and previously held associate and senior counsel roles. She holds a B.A. in Criminal Justice (University of Maryland) and a J.D. (New York Law School) . Company performance during her HR tenure has been strong: in Fiscal 2025, consolidated gross profit grew 14%, income from operations rose 55%, and diluted EPS was $3.01 vs. $2.54 in Fiscal 2024 ; IDT’s $100 TSR value reached $911.46 by Fiscal 2025 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| IDT Corporation | Associate General Counsel; Senior Counsel | 2000–2019 | Provided legal counsel across divisions (IDT Telecom, IDT Carmel, etc.), supporting corporate matters |
| IDT Corporation | EVP, Global Human Resources | Sep 2019–present | Oversees global HR for IDT |
| Private Legal Practice | Attorney | pre-2000 | Legal practice foundation prior to joining IDT |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Not disclosed | — | — | No public external directorships disclosed for Shea |
Fixed Compensation
- Not disclosed in proxy tables; Nadine Shea is not a Named Executive Officer (NEO), and IDT’s detailed cash/equity compensation tables cover only NEOs (CEO, CFO, and other top-paid executives) .
Performance Compensation
| Metric | Weighting | Target/Mechanics | Actual/Payout | Vesting |
|---|---|---|---|---|
| Deferred Stock Units (DSUs) granted 9/18/2025 | N/A | 2,000 DSUs; each converts to 0.5–4.0 shares based on market price vs $50.90 grant price; between 1,000 and 8,000 total shares at full vest | 9,225 Class B shares reported as “disposed” consisting of shares issued upon DSU vesting on 9/18/2025 (not an open-market sale) | Vests ratably 2/17/2026, 2/16/2027, 2/15/2028; optional deferrals on 1/19/2026 and 1/18/2027 |
DSU design is market-linked: conversion thresholds use the greater of the prior-day close or the 20-day average close on vest dates, enhancing alignment with shareholder returns .
Equity Ownership & Alignment
| Category | Amount | Notes |
|---|---|---|
| Indirect shares via 401(k) (as of 8/31/2025) | 2,511 Class B shares | Reported in Form 4; reflects plan holdings |
| DSUs outstanding (granted 9/18/2025) | 2,000 DSUs; potential 1,000–8,000 Class B shares at vest | Market-price conversion (0.5–4.0 shares per DSU vs $50.90 grant price) |
| Hedging/Pledging | Anti-hedging policy applies; restricted stock cannot be pledged during restriction period | Company policies cover trading, anti-hedging, and restrictions on pledging/transfers of restricted stock |
| Ownership guidelines | Not disclosed | No executive ownership multiple(s) disclosed in the proxy |
Employment Terms
| Item | Disclosure | Notes |
|---|---|---|
| Employment start date | May 2000 (joined as Associate General Counsel) | Tenure ~25 years through FY2025 |
| Current role tenure | EVP, Global HR since Sep 2019 | ~6 years through FY2025 |
| Employment agreement | Not disclosed | Employment agreements are disclosed for certain executives (e.g., Pereira); no specific agreement disclosed for Shea |
| Severance/change-in-control | Company-wide Severance Plan terms disclosed; applies to U.S. employees terminated without cause (weeks-based schedule, max 40 weeks) | Individual executive agreements override Severance Plan; none identified for Shea |
| Non-compete/non-solicit | Not disclosed | No specific covenants disclosed for Shea |
Investment Implications
- Pay-for-performance alignment: DSUs with market-price multipliers (0.5–4.0 shares per unit) directly link equity outcomes to stock performance and allow deferral choices—supporting retention and alignment with TSR .
- Insider selling pressure: The 9,225 shares “issued upon vesting” were reported as a disposition but reflect DSU vesting rather than open-market selling; future vest dates (Feb 2026–2028) are potential supply events (with possible tax-withholding share sales), to monitor near vesting windows .
- Governance risk: The 2024 Equity Plan permits option/SAR repricing without shareholder approval—a plan-level red flag—though Shea’s awards are DSUs, not options . Anti-hedging and transfer restrictions mitigate alignment risks .
- Retention risk: Multi-year DSU vesting and deferral features likely anchor tenure through 2028; lack of publicly disclosed personal employment agreement suggests standard policy coverage (Severance Plan), with fewer guaranteed severance economics vs. custom executive contracts .
- Company performance backdrop: FY2025 EPS growth and broad-based operational execution (gross profit +14%, operating income +55%) provide favorable context for HR-led talent and incentive frameworks under Shea’s tenure . TSR progression to $911.46 (from a $100 base starting July 31, 2020) further underscores alignment potential of market-linked awards .