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Elizabeth S. Johnson

Director at InvescoInvesco
Board

About Elizabeth S. Johnson

Elizabeth S. Johnson, age 53, has served as an independent non‑executive director of Invesco Ltd. since 2023. She retired as Chief Experience Officer and Vice Chair of Citizens Financial Group in March 2025 after prior roles as Chief Marketing Officer and Head of Virtual Channels; she previously spent 15 years at Bain & Company. She holds a B.A. in Economics and Mathematical Methods in Social Sciences from Northwestern University and an MBA from Stanford Graduate School of Business. Her core credentials span data/analytics, digital transformation, client strategy, and technology-enabled growth in financial services .

Past Roles

OrganizationRoleTenureCommittees/Impact
Citizens Financial GroupChief Experience Officer2020–Mar 2025Led client experience, data/analytics and digital transformation
Citizens Financial GroupVice Chair2023–Mar 2025Senior leadership and strategy oversight
Citizens Financial GroupChief Marketing Officer & Head of Virtual Channels2015–2020Growth, engagement, profitability in retail banking and payments
Bain & CompanyVarious roles15 yearsStrategy advisory for financial services

External Roles

OrganizationRoleTenureNotes
Mass Fintech HubAdvisory Board MemberNot disclosedIndustry connectivity and innovation
The Home for Little WanderersBoard MemberNot disclosedNon‑profit governance

Board Governance

CommitteeRoleMeetings in 2024Chair
AuditMember10No (Chair: Phoebe A. Wood)
CompensationMember6No (Chair: William F. Glavin, Jr.)
Nomination & Corporate GovernanceMember3No (Chair: Sarah E. Beshar)
  • Independence: The Board affirmed Johnson is independent under NYSE rules; all standing committees are fully independent .
  • Attendance and engagement: Board held 12 meetings in 2024; each director attended ≥75% of Board and applicable committee meetings; all directors attended the 2024 AGM; non‑executive directors meet in executive session at least quarterly, presided by independent Chair G. Richard Wagoner, Jr. .
  • Board size/refresh: Eleven nominees; four new independent directors in the last four years; average nominee tenure 6 years and age 64 .

Fixed Compensation

ComponentAmount/Terms2024 Johnson Value
Annual cash retainer$120,000 cash (paid quarterly) $120,000
Equity grant (time-based shares)$195,000 grant, paid in advance, 1‑year vesting $194,986 (grant‑date fair value)
Annual share grant count11,955 common shares per director 11,955 shares
Chair fees (Board/Audit/Comp/NomCo)Board Chair $230,000; Audit Chair $50,000; Comp/NomCo Chair $20,000 $0 (not a chair)
Meeting feesNone; travel reimbursed None
Director deferred compNo deferred compensation plan for directors N/A
Dividends on unvested awardsPaid at same time/rate as common shares Applies
Consultant usedJohnson Associates engaged to review peer director comp Independent advisor

Performance Compensation

Metric TypeApplicabilityNotes
Performance‑linked metrics (e.g., TSR, revenue, EBITDA)None disclosed for director payDirector equity is time‑based; no performance metrics referenced

Other Directorships & Interlocks

CategoryDetail
Current public company boardsNone disclosed for Johnson
Committee interlocksServed on IVZ Compensation Committee in 2024; no insider participation or related person transactions among committee members
Potential interlocks with clients/suppliersNot disclosed; no Johnson‑specific related‑party transactions noted

Expertise & Qualifications

  • Public company executive experience; executive strategy and execution; industry experience; international experience; technology; marketing/client focus .
  • Depth in data and analytics, digital transformation, marketing, client strategy across retail banking, payments, and asset/wealth management .

Equity Ownership

MeasureAmount/StatusDate/Notes
Beneficial ownership (common shares)27,930As of Feb 18, 2025
Shares held (policy tracking)15,975As of Dec 31, 2024
Unvested/Outstanding director awardsAll 2024 director equity awards outstanding at year‑endAs of Dec 31, 2024
Pledged sharesNone; no shares pledged by directors/NEOs in aggregate disclosureAs of Feb 18, 2025
Ownership guideline4× basic cash fee; 5‑year compliance window; hold 100% of pre‑policy shares and ≥50% of post‑policy grants until met
Guideline compliance statusExpected to attain within required period (joined 2023)As of Dec 31, 2024

Governance Assessment

  • Committee load and skills fit: Johnson’s placement on Audit, Compensation, and NomCo aligns with her analytics/technology/client experience; no chair roles, reducing overboarding risk while maintaining breadth of oversight .
  • Independence and attendance: Independent, attended at least 75% of meetings, and participated in quarterly executive sessions—supports board effectiveness and investor confidence .
  • Pay mix and alignment: Balanced cash/equity with time‑based vesting; no meeting fees or deferred comp; dividends paid on unvested shares; director pay set by independent committee advised by Johnson Associates—standard governance practices for alignment without pay‑for‑performance distortions in director roles .
  • Ownership alignment: Beneficial ownership disclosed; expected to meet stock ownership guidelines in required timeframe; no pledging—positive alignment signals .
  • Related‑party/conflicts: No Johnson‑specific related‑party transactions disclosed; related‑person transactions are governed by audit committee approval policy; compensation committee had no insider participation or disclosable conflicts in 2024 .
  • Oversight context: IVZ maintains robust board‑level risk oversight, including financial reporting, compensation risk, governance succession, and cybersecurity, giving committees clear mandates within which Johnson operates .

RED FLAGS

  • None disclosed: No pledging/hedging noted for directors, no Johnson‑specific related‑party transactions, no tax gross‑ups, no meeting fees, and no performance‑linked director pay that could create misaligned incentives .