Matrice Ellis Kirk
About Matrice Ellis Kirk
Independent director of Jefferies Financial Group Inc. since 2021; age 63 as of February 10, 2025. Career foundation in executive search and human capital advisory; former investment banking and public-sector budget leadership roles. Education: University of Pennsylvania, Economics. Board tenure: 4 years; relevant skills include corporate governance, ethics/social responsibility oversight, financial services, executive leadership, and risk oversight .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ellis Kirk Group | Chief Executive Officer | Current | Focus on governance, succession, building leadership teams |
| RSR Partners | Managing Director; Executive Committee member | 2014–2021 | Executive search leadership; governance and succession advisory |
| Heidrick & Struggles | Executive search leader | 1999–2014 | Senior search experience |
| Spencer Stuart | Director | 1996–1999 | Executive search |
| Apex Securities | Vice President (Investment banking) | 1992–1996 | Human capital and finance exposure |
| Dallas Area Rapid Transit | Director, Office of Management and Budget | 1986–1992 | Budget leadership, public-sector governance |
| MBank Dallas (predecessor to JPMorgan Chase Bank Dallas) | Various roles | 1982–1986 | Banking operations |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| AT&T Performing Arts Center | Chair Emeritus | Current | Civic leadership |
| DFW Airport Authority | Board Chair (City Council appointed) | Until March 2022; resigned January 2023 | Public agency governance |
| ACE Cash Express | Director | Dec 2005–Oct 2006 | Company acquired by JLL Partners |
| Chancellor Media (later AMFM, Inc.) | Director | 1996–Oct 1999 | Acquired by Clear Channel |
Board Governance
- Committee memberships (Member): ESG/DEI; Nominating and Corporate Governance; Risk and Liquidity Oversight .
- Independence: Board affirmed independence of all non-employee directors other than the SMBC nominee; Ms. Ellis Kirk is independent .
- Attendance: All director nominees attended at least 75% of Board and committee meetings during fiscal 2024; all directors attended the 2024 shareholder meeting .
- Committee structures and meeting cadence:
- ESG/DEI Committee: 3 meetings in fiscal 2024; Chair: MaryAnne Gilmartin; Members include Ellis Kirk .
- Nominating and Corporate Governance Committee: 2 meetings in fiscal 2024; Chair: Linda L. Adamany; Members include Ellis Kirk .
- Risk and Liquidity Oversight Committee: 4 meetings in fiscal 2024; Chair: Thomas W. Jones; Members include Ellis Kirk .
- Board: 8 meetings in fiscal 2024; Independent Lead Director: Linda L. Adamany .
Fixed Compensation
| Component | FY 2024 Amount ($) | Notes |
|---|---|---|
| Annual cash retainer | 125,000 | Standard non-employee director retainer |
| Committee chair fees | 0 | Not a committee chair in FY 2024 |
| Other director fees | 0 | No additional fees disclosed for Ms. Ellis Kirk |
| Total cash fees | 125,000 |
Performance Compensation
| Equity Element | FY 2024 Grant | Grant-Date Fair Value ($) | Vesting/Terms |
|---|---|---|---|
| Restricted stock/deferred shares | 4,648 shares granted to each independent director elected at the 2024 Annual Meeting | 205,000 (stock awards total for FY 2024) | Vests 1/3 per year; non-forfeitable upon death, disability, or retirement at/after age 65 |
| Unvested RSUs held (as of Nov 30, 2024) | 11,448 | — | Subject to forfeiture until vesting |
- Performance metrics for director equity: None disclosed; director equity awards are time-based and not tied to quantitative performance measures .
Other Directorships & Interlocks
| Item | Status |
|---|---|
| Current public company boards | None |
| Number of non-portfolio outside public boards | 0 (Matrice Ellis Kirk) |
| Interlocks/shared boards | Board noted some directors share unaffiliated third‑party directorships; determined not material for independence; no interlock concerns disclosed for Ms. Ellis Kirk |
Expertise & Qualifications
- Relevant skills: Corporate strategy & business development; corporate governance; ethics/social responsibility oversight; financial services; executive leadership & management; risk oversight .
- Education: University of Pennsylvania, Economics .
- Board skills matrix confirms governance and risk oversight strengths (years on board: 4; age 63; female) .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Total beneficial ownership (shares) | 21,754 | Less than 0.1% of class |
| Restricted shares (included above) | 1,988 | |
| Unvested RSUs (included above) | 9,460 | |
| Pledged/hedged shares | None disclosed for Ms. Ellis Kirk; company prohibits hedging | |
| Director ownership guideline | 5x annual cash retainer ($625,000) within 5 years; directors with ≥5 years have met/exceeded; Ms. Ellis Kirk is at 4 years on the Board |
Governance Assessment
- Strengths:
- Independent director with governance and risk credentials; serves on ESG/DEI, Nominating & Governance, and Risk & Liquidity Oversight—committees central to board effectiveness and risk control .
- Attendance threshold met by all directors (≥75%) and active committee cadence; board refreshment and diversity emphasized by governance practices .
- Balanced director pay mix (cash $125k; equity $205k; total $330k) with multi‑year vesting aligns incentives with long-term shareholder value .
- Independence affirmed; related-person transaction oversight resides with Audit Committee; no related-party transactions disclosed involving Ms. Ellis Kirk .
- Watch items:
- Ownership alignment: beneficial holdings are <0.1% of the class; monitor progress toward director stock ownership guideline (5x retainer) by year 5 of service (expected in 2026) .
- RED FLAGS: None identified specific to Ms. Ellis Kirk—no pledging disclosed, no related-party transactions, and committee assignments suggest active risk and governance oversight .