George Corona
About George S. Corona
George S. Corona, 66, has served on Kelly Services’ Board since 2017 and is currently an independent director with no committee assignments . He is Kelly’s former President & CEO (2017–2019) and previously EVP & COO (2009–2017), with an MBA from Oakland University and a BSBA from Wayne State University . His board tenure is seven years as reflected in the Board composition matrix, and he is categorized as independent by the Board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Kelly Services, Inc. | President & CEO | 2017–2019 | Led enterprise; deep company knowledge |
| Kelly Services, Inc. | EVP & COO | 2009–2017 | Operations leadership across global staffing |
| Digital Equipment Professional Services Group | Management roles | Prior to 1994 | Technology services experience |
| Burroughs Corporation | Management roles | Prior to 1994 | Operations/technology experience |
External Roles
No other public company directorships disclosed for Corona in the 2025 proxy .
Board Governance
- Independence: Board affirmed Corona’s independence on February 12, 2025 .
- Committee assignments: None (not a member/chair of Audit, Compensation and Talent Management, or Corporate Governance & Nominating) .
- Board attendance and engagement: In 2024, the Board held 12 meetings with 96.9% average attendance and independent directors met in executive session at least five times .
- Governance standards: Although Kelly is a controlled company (Trust K holds >50% of Class B voting power), Kelly voluntarily complies with Nasdaq independence standards—majority independent Board and 100% independent committees .
- Related-party controls: Company states there are no related-party transactions between the Company and Board/senior management; Audit Committee reviews any potential conflicts per policy .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Cash Retainer | $100,000 | Standard non-employee director cash retainer |
| Equity Retainer (Class A Stock – grant-date value) | $150,000 | Standard non-employee director equity retainer |
| Committee Chair Fees | $0 | None (no chair roles) |
| 2024 Total Director Comp (Corona) | $250,000 | Fees $100,000; Stock Awards $150,000 |
- Retainer structure increased effective May 9, 2024 (base from $225,000 to $250,000; Chairman from $315,000 to $350,000); chair retainers unchanged .
Performance Compensation
| Grant Detail | Value/Shares | Grant Date | Vesting/Deferral |
|---|---|---|---|
| 2024 Annual Equity Grant (Class A) | 6,811 shares @ $22.02 ($150,000 value) | May 9, 2024 | Corona deferred 100% into deferred common stock units under DDCP |
| Options | None | — | No option awards to directors in 2024 |
| Deferred Compensation Plan (DDCP) | Notional stock units | Ongoing | Allows deferral of fees/stock into investment funds or common stock units; distributions at/after board service, lump sum or installments |
Policy features affecting alignment and risk:
- Stock ownership requirement: minimum fair market value of 4x cash portion of base retainer ($400,000); all directors are compliant .
- Clawback/recovery and forfeiture provisions apply to incentive awards and equity under Company policies; hedging/pledging prohibited .
Other Directorships & Interlocks
- Compensation Committee interlocks: None; no insider participation on Compensation and Talent Management Committee in 2024 .
- Public board interlocks: None disclosed for Corona .
Expertise & Qualifications
- Executive Leadership; Innovation; Industry (staffing/business services); Technology/Digitization/Cybersecurity; Financial Acumen; Risk Management; M&A .
Equity Ownership
| Ownership (as-of date) | Class A Shares | Class B Shares | Percent of Class | Notes |
|---|---|---|---|---|
| Beneficial ownership (03/20/2025) | 100,067 | 100 | <1% Class A, <1% Class B | Includes 32,028 Class A shares indirectly via DDCP |
| Deferred stock units (DDCP) (05/12/2025) | 43,999.2667 units | — | — | Reflects units following 05/08/2025 transaction; includes dividend reinvestment features |
Pledging/hedging: Prohibited under Company policies for directors .
Insider Trades
| Date (filed) | Transaction Date | Security | Action | Amount/Price | Notes |
|---|---|---|---|---|---|
| 05/12/2025 | 05/08/2025 | Class A (DDCP units) | A (deferral) | 11,971 units; derivative balance 43,999.2667 units; $12.53 valuation reference | Deferral under Non-Employee Directors Deferred Compensation Plan; includes dividend reinvestment feature |
Governance Assessment
- Board effectiveness and independence: Corona is deemed independent, with a majority independent Board and fully independent committees despite controlled company status—reduces conflict risk and supports oversight quality .
- Alignment: Director pay mix is 60% equity/40% cash; Corona elected to defer 100% of his equity grant into stock units and holds significant deferred units—strong “skin-in-the-game” signaling and long-term alignment .
- Attendance/engagement: High board attendance (96.9%) and regular independent executive sessions indicate active oversight culture; no per-director attendance issues disclosed .
- Conflicts/related-party exposure: Company discloses no related-party transactions involving Board or senior management; Audit Committee oversees any potential conflicts .
- Compensation governance signals: Director compensation benchmarked by independent consultant; Say-on-Pay received 99% approval in 2024—broad investor support for pay practices .
RED FLAGS
- None disclosed specific to Corona: no related-party transactions, no hedging/pledging, and no attendance issues noted . Controlled company status is mitigated by voluntary compliance with Nasdaq independence norms .
Additional Board Context
- Chairman independent; CEO and Chairman roles are separated—supports independent oversight .
- Committees held 4–5 meetings in 2024; all members independent; robust charters covering risk (including cybersecurity/AI), compensation, and governance .
Director Compensation Detail (Board-wide reference)
- 2024 non-employee director grants: each director (other than Chairman) received 6,811 shares at $22.02; Corona deferred 100% of this into stock units .
- Corona’s 2024 compensation: Fees $100,000; Stock Awards $150,000; Total $250,000 .
Ownership Guidelines
- Requirement: fair market value of four times cash retainer ($400,000); all directors in compliance, indicating solid ownership alignment .