David Leebron
About David W. Leebron
David W. Leebron (age 70) is an independent director of IMAX, serving since September 2003. He is President & CEO of Texas 2036 (since Feb 2024), and University Professor and President Emeritus at Rice University (President 2004–2022). A lawyer by background, he previously served as Dean of Columbia Law School and brings deep governance, legal, and academic leadership expertise to IMAX. He is Chair of IMAX’s Governance Committee and a member of the Audit Committee, with perfect board and committee attendance in 2024.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Rice University | President; now President Emeritus and University Professor | President 2004–2022; Emeritus since Jul 2022 | Chaired AAU (2016–2017), member American Academy of Arts & Sciences; leadership/strategy credentials cited by IMAX |
| Columbia Law School | Dean; Professor of Law | Dean 1996–2004; Professor 1989–1996 | Legal/governance expertise directly referenced in IMAX director skills matrix |
| Columbia & Harvard Law Schools | Visiting Professor | Fall 2022 | Academic engagement; governance perspective |
External Roles
| Organization | Type | Role | Since | Notes |
|---|---|---|---|---|
| Texas 2036 | Non‑profit policy institute | President & CEO | Feb 2024 | Non‑partisan policy leadership |
| Universities Research Association | Non‑profit | Director | — | Board service |
| Fulbright Canada | Non‑profit | Director | — | Board service |
| Council on Foreign Relations | NGO | Member | — | — |
| American Academy of Arts & Sciences | Academy | Member | — | — |
Board Governance
- Current IMAX board roles: Chair, Governance Committee; Member, Audit Committee. All three key committees are fully independent; Audit had 5 meetings, Compensation 2, Governance 1 in 2024. Each incumbent director, including Leebron, attended 100% of board and applicable committee meetings (8/8 board).
- Independence: Nine of ten IMAX directors are independent; Leebron is affirmatively determined independent under NYSE and Canadian rules.
- Board leadership: Independent Chair (Darren Throop). Regular executive sessions held; proxy access bylaw; no poison pill; clawback, anti‑hedging/pledging, and ownership guidelines in place. Governance Committee also oversees ESG.
- Tenure: Director since 2003 (long-tenured, ~22 years), bringing deep institutional knowledge while chairing Governance.
Fixed Compensation (Director)
| Component | Amount/Detail | Source |
|---|---|---|
| Annual cash retainer | $50,000 | |
| Committee chair fee (Governance) | $10,000 | |
| Committee membership fees | Audit member $10,000; Governance member $5,000 | |
| Total cash fees received (2024) | $75,000 | |
| Annual equity (RSUs) | $124,989 grant (7,856 RSUs) on Jun 7, 2024; vested on grant date | |
| Total 2024 director compensation | $199,989 |
Notes: IMAX director equity grants are time-based RSUs and in 2024 vested on grant date; no meeting fees disclosed.
Performance Compensation
| Equity vehicles tied to performance | Metrics | Vesting |
|---|---|---|
| None for non‑employee directors | N/A | Director RSUs vest on grant date; no performance conditions |
Other Directorships & Interlocks
| Company/Entity | Public/Private | Overlap with IMAX stakeholders | Potential Conflict |
|---|---|---|---|
| Universities Research Association | Non‑profit | None disclosed | None disclosed |
| Fulbright Canada | Non‑profit | None disclosed | None disclosed |
| Texas 2036 | Non‑profit | None disclosed | None disclosed |
| Council on Foreign Relations; American Academy of Arts & Sciences | NGO/Academy | None disclosed | None disclosed |
IMAX disclosed no related‑party transactions involving Leebron in 2024/2025.
Expertise & Qualifications
- Governance and legal expertise from leadership at Rice University and Columbia Law School; skilled in assessing legal risk and governance issues (IMAX skills matrix).
- Audit Committee member experience; board chairing experience (Governance).
- Policy/strategy background (Texas 2036), global academic and civic network (CFR, AAAS).
Equity Ownership
| Measure | Value |
|---|---|
| Beneficial ownership (Apr 14, 2025) | 124,435 shares; 123,135 sole, 1,300 shared |
| % of shares outstanding | ~0.23% (124,435 / 53,742,014) based on outstanding shares at Apr 14, 2025 |
| Director ownership guideline | 400% of annual retainer |
| Leebron ownership vs guideline | 3,014% of annual retainer (met/exceeds) |
| Hedging/pledging | Prohibited by IMAX Insider Trading Policy |
Governance Assessment
-
Strengths
- Independent director with substantial governance and legal expertise; Chairs Governance Committee and serves on Audit; full attendance (strong engagement).
- Strong alignment: significant personal ownership relative to guideline (3,014% vs 400% requirement) and anti‑hedging/pledging policy; director equity grants in stock.
- Robust board practices: independent Chair, proxy access, clawback, ESG oversight at committee level.
- Shareholder engagement improving say‑on‑pay (72.5% support in 2024), where Governance Committee oversight is relevant.
-
Watch items / RED FLAGS
- Long tenure (~22 years) may raise entrenchment/perceived independence concerns for some governance frameworks, though IMAX affirms independence and maintains refresh processes and evaluations.
- Audit Committee service without being the designated “financial expert” (that role is held by Eric Demirian); mitigated by overall financial literacy requirements and committee composition.
-
Conflicts/Related Parties
- None disclosed for Leebron; no related‑party transactions noted in 2024/2025.