Kamakshi Sivaramakrishnan
iHeartMediaAbout Kamakshi Sivaramakrishnan
Independent director at iHeartMedia (IHRT) since 2019; age 49. She is GM of Snowflake Data Clean Rooms following Snowflake’s 2023 acquisition of her data-collaboration startup Samooha; previously founded Drawbridge (acquired by LinkedIn in 2019) and worked at AdMob (acquired by Google in 2010). She holds a Ph.D. in Information Theory and Algorithms from Stanford, and brings deep data/identity and enterprise software expertise to the board . The Board affirms her independence under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Snowflake | GM, Data Clean Rooms | 2023–present | Leads data clean-room product; enterprise data collaboration expertise |
| Samooha (acquired by Snowflake) | Founder & CEO | Pre-2023–2023 | Built data collaboration platform; exit to Snowflake |
| LinkedIn (Microsoft) | Led Drawbridge integration; identity charter for LinkedIn Marketing Solutions | 2019–2021 | Drove identity capabilities for ad solutions |
| Drawbridge | Founder & CEO | 2010–2019 | Built cross-device identity management (acquired by LinkedIn) |
| AdMob (acquired by Google) | Senior Research Scientist | Pre-2010 | Ad tech research; part of team prior to Google acquisition |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| LiveRamp Holdings, Inc. | Director | Nov 2020 – Feb 2023 | Data connectivity platform; no current IHRT-related party disclosure tied to this role |
Board Governance
- Current committees: Compensation Committee member; Nominating & Corporate Governance (N&CG) Committee member .
- Chair roles: None disclosed –.
- Potential change: If nominee Robert Millard is elected, she would cease to serve on the Compensation Committee (Millard to join as Audit Chair and Comp member) .
- Attendance and engagement: IHRT held 10 board meetings in 2024; all incumbent directors attended at least 75% of board/committee meetings and all current directors attended the 2024 annual meeting .
- Independence: Board has determined she is independent under Nasdaq and IHRT guidelines .
- Executive sessions: Regular executive sessions of independent directors are held; Lead Independent Director presides .
- Lead Independent Director: James A. Rasulo; responsibilities include agenda-setting, executive sessions, stockholder outreach –.
- Committee activity (2024): Audit met 4x; Compensation met 4x; N&CG met 3x .
Fixed Compensation (Director)
| Component (2024) | Amount |
|---|---|
| Board annual cash retainer | $150,000 |
| Compensation Committee member fee | $10,000 |
| N&CG Committee member fee | $7,500 |
| Total cash fees earned (reported) | $167,500 |
Notes:
- Deferred Compensation Plan permits directors to defer cash retainers into RSUs and/or defer RSU settlement; 2024 deferral elections disclosed for certain directors (Englebardt, Gerstner, Mills, Monteagudo), with no deferral election disclosed for Ms. Sivaramakrishnan –.
Performance Compensation (Director)
| Equity (2024) | Value | Vesting |
|---|---|---|
| Annual RSU grant | $150,000 | Vests in full on earlier of first anniversary or next annual meeting; accelerates on change in control |
- Director ownership guidelines: $500,000 minimum for directors; expected within 5 years; 50% net retained shares until compliant .
- Hedging/pledging: Directors prohibited from hedging and from pledging unless pre-approved by Chief Legal Officer –.
Other Directorships & Interlocks
| Area | Detail |
|---|---|
| Current public boards | None disclosed other than IHRT |
| Prior public boards | LiveRamp (2020–Feb 2023) |
| Committee interlocks | Compensation Committee comprised entirely of independent, non-employee directors; no compensation committee interlocks with other companies in 2024 |
| Related parties | Proxy discloses a related-party aircraft lease with a company controlled by CEO Robert W. Pittman; no related-party transactions disclosed involving Ms. Sivaramakrishnan |
Expertise & Qualifications
- Data/identity and AI/ML-adjacent enterprise software operator; founder/CEO track record with two exits (LinkedIn, Snowflake). Stanford Ph.D. in Information Theory and Algorithms .
- Adds digital advertising, privacy/identity, and data-collaboration domain expertise to board skill mix .
Equity Ownership
| Holding (as of 3/20/2025) | Amount |
|---|---|
| Class A common stock owned | 118,330 shares (<1%) |
| Unvested RSUs scheduled to vest by May 19, 2025 | 145,631 units |
| Section 16 compliance | Company reports directors/officers complied with Section 16(a) in 2024 |
Policy context and alignment:
- Director stock ownership guidelines of $500,000 apply; individual compliance status not specifically disclosed .
- Hedging prohibited; pledging prohibited absent pre-approval –.
Governance Assessment
- Board effectiveness and independence: She is an independent director with strong attendance, serving on two key committees (Compensation; N&CG), contributing data/identity expertise that is highly relevant to IHRT’s digital and programmatic strategy .
- Compensation oversight: As a Compensation Committee member, she participated in a year with 4 meetings, use of independent consultant FW Cook, pay-for-performance emphasis (below-target incentive payouts; PSU rigor) and stockholder engagement (81% 2024 say-on-pay support) –.
- Ownership alignment: Receives balanced director pay (2024: ~$167.5k cash and $150k RSUs) and holds both shares and unvested RSUs; subject to $500k ownership guideline and anti-hedging/pledging policies—structurally supportive of alignment .
- Conflicts/related parties: No related-party transactions disclosed involving her; employment at Snowflake is noted in her bio, but no disclosed transactions between IHRT and Snowflake in the proxy. Ongoing monitoring advisable given Snowflake’s enterprise reach .
- Committee transition risk: If Millard is elected, she would rotate off the Compensation Committee—reducing her direct influence on executive pay decisions but maintaining governance impact via N&CG .
- RED FLAGS: None disclosed specific to her. Company-level items to watch include CEO aircraft lease related-party arrangement (Audit Committee-reviewed) and high leverage context; however, no individual director red flags for hedging/pledging, attendance, or RPTs are reported for Ms. Sivaramakrishnan – .
Key investor takeaway: An independent, technology-focused operator with founder credentials and data/identity depth. Governance alignment is supported by equity-based director pay, stock ownership guidelines, and no disclosed conflicts; influence on pay may decline if she rotates off the Compensation Committee after Millard’s election – .