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Steve Pamon

Director at IMAXIMAX
Board

About Steve Pamon

Independent director of IMAX since June 2021; age 54; based in South Orange, NJ. Currently President of VERZUZ (digital media), with prior senior roles at Parkwood Entertainment (President & COO), JPMorgan Chase (Head of Sports & Entertainment Marketing), the NFL (VP, Strategy & New Business Development), HBO/Time Warner, and McKinsey. Serves on the Compensation and Governance Committees. IMAX’s Board deems him independent under NYSE and Canadian rules. Attendance in 2024: 8/8 Board meetings and 100% of committee meetings for committees on which he served.

Past Roles

OrganizationRoleTenureCommittees/Impact
VERZUZPresidentNot disclosed (current)Leads talent, programming, production, finance, business affairs, strategic partnerships
Parkwood EntertainmentPresident & COONot disclosed (prior)Oversaw music, touring, artist management, ventures, TV/film; executive producer on award-winning projects
JPMorgan ChaseHead of Sports & Entertainment Marketing2011–2015Led partnerships/marketing across sports and entertainment
National Football LeagueVP, Strategy & New Business Development2008–2011Corporate strategy and new business initiatives
HBO / Time WarnerExecutive roles2001–2008Media operations/leadership
McKinsey & CompanyConsultant1995–2000Management consulting, strategy

External Roles

OrganizationRoleTenureCommittees/Impact
Herschend Family EntertainmentDirectorNot disclosed (current)Oversight of family entertainment portfolio (Dollywood, Silver Dollar City, Adventure Aquarium, Harlem Globetrotters)
New York Road RunnersDirectorNot disclosed (current)Governance of non-profit that runs the NYC Marathon
World Wrestling Entertainment (WWE)Director (past)2020–2024Tenure culminated in ~$21B merger with UFC/Endeavor (TKO)

Board Governance

  • Independence: IMAX Board determined Pamon is independent; 9 of 10 directors are independent.
  • Committee assignments: Compensation Committee (member); Governance Committee (member). Not a chair. 2025 chairs: Compensation—Kevin Douglas; Governance—David W. Leebron; Audit—Eric A. Demirian.
  • Attendance/engagement: Board met 8 times in 2024; Compensation met 2; Governance met 1. Each incumbent director attended all Board and all committee meetings on which they served; Pamon’s attendance was 8/8. Independent directors held seven executive sessions.
  • Committee authority: Compensation and Governance Committees operate under written charters and may retain independent advisors; no compensation consultants retained in 2024.
  • Term limits/retirement: No term limits; mandatory retirement age 80.

Fixed Compensation (Director)

ComponentAmountNotes
Annual cash retainer (independent director)$50,000Standard for non-employee directors
Committee member retainersCompensation: $7,500; Governance: $5,000Chair retainers: Audit $15,000; Comp $10,000; Governance $10,000; Lead Independent Director $15,000 (if applicable)
2024 Cash fees (Pamon)$62,500Reflects base + committee roles
2024 Director Compensation (Pamon)Cash Fees ($)Stock Awards ($)All Other ($)Total ($)
Steve R. Pamon62,500 124,989 187,489

Performance Compensation (Director)

Equity VehicleGrant DateGrant ValueShares/UnitsVestingNotes
RSUs (annual grant for independent directors)June 7, 2024$125,000 (typical value) 7,856 RSUs Vested on grant date Chairman receives higher grant ($170,000; 10,685 RSUs in 2024)
  • No performance-conditioned director equity (no PSU metrics for directors disclosed); IMAX does not currently award stock options under its equity programs (focus on RSUs), though some legacy NEO options remain outstanding.

Other Directorships & Interlocks

Company/OrgPublic/PrivateRolePotential Interlocks
WWE (past)Public (past; merged into TKO)Director (2020–2024) No IMAX-related interlocks disclosed
Herschend Family EntertainmentPrivateDirector None disclosed
New York Road RunnersNon-profitDirector None disclosed

Expertise & Qualifications

  • Board-identified skills: Deep relationships with the creative community; senior executive experience across leading media/entertainment platforms; experience in management consulting and investment banking; strengthens corporate strategy and financial oversight.
  • Brings operating expertise across content production, touring, partnerships, and brand-building in entertainment—relevant to IMAX’s content and alternative programming strategy.

Equity Ownership

HolderBeneficially Owned Common SharesExercisable within 60 daysTotal% Outstanding
Steve R. Pamon27,567 27,567 <1%
Stock Ownership GuidelineRequirementCurrent Status
Director ownership guideline (2025)400% of annual retainer (raised from 300% in 2024) Pamon at 810% of retainer as of Apr 1, 2025; in compliance
  • Anti-hedging/anti-pledging: IMAX prohibits hedging and pledging of company stock by directors, officers, and employees.

Related-Party Transactions and Conflicts

  • Company review process: Related-party transactions >$120,000 are reviewed for independence and fairness; directors recused from decisions where they have a material interest; no formal written policy, but Board and compliance officers conduct case-by-case review.
  • Disclosed items: Related-party disclosure in 2025 proxy cites matters involving Kevin Douglas and Michael MacMillan; no transactions involving Pamon were disclosed.

Governance Assessment

  • Positives supporting investor confidence:

    • Independence, relevant operating and strategic expertise in media/entertainment, and service on Compensation and Governance Committees.
    • Strong engagement: perfect 2024 attendance at Board and committees served; Board held regular independent executive sessions.
    • Ownership alignment: materially exceeds enhanced director ownership guideline (810% vs 400% of retainer); anti-hedging/pledging policy further aligns interests.
    • No related-party transactions disclosed involving Pamon.
  • Watch items:

    • Director RSUs vest on the grant date, which provides equity exposure but less retention/holding friction than time-based vesting; however, robust ownership guidelines partially mitigate this.
    • Related-party framework is case-by-case without a formal written policy, though disclosure outlines rigorous review and recusal practices.
  • Committee effectiveness signals:

    • Compensation Committee (where Pamon serves) emphasizes alignment with shareholder value and maintains authority to hire independent consultants; no consultants used in 2024.
    • Governance Committee (where Pamon serves) oversees ESG, board composition, and annual self-assessments; supports ongoing board effectiveness.