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Tanya Beder

Director at KIRBYKIRBY
Board

About Tanya S. Beder

Independent director of Kirby Corporation (KEX) since 2019; age 69. She serves on the Audit Committee and the ESG & Nominating Committee, and is designated as an audit committee financial expert (all Audit members qualify). Her background spans quantitative finance, risk management, derivatives trading, and machine learning/cybersecurity oversight; education includes a BA in Mathematics & Philosophy from Yale and an MBA from Harvard Business School, with additional cybersecurity and machine learning certifications.

Past Roles

OrganizationRoleTenureCommittees/Impact
Tribeca Global Management (Citigroup)Chief Executive OfficerPrior role (dates not specified)Led asset management business; risk and performance oversight
Caxton AssociatesManaging Director; Head of Strategic Quantitative Investment DivisionPrior roleImplemented neural networks and ML for trading/risk management
Capital Market Risk AdvisorsPresident & Co‑FounderPrior roleAdvisory on capital markets risk; quantitative risk management
The First Boston Corporation (now UBS)Derivatives trader; M&A team (NY & London)Prior roleTrading and transaction execution experience
Stanford UniversityLecturer of Public PolicyPrior roleAcademic governance/teaching experience

External Roles

OrganizationRoleTenureCommittees/Focus
Nabors Industries Ltd.Director; Chair of Compensation Committee; Audit Committee (qualified financial expert); Technology & Safety Committee member2017–presentCompensation chair; audit oversight; operational safety/technology
American Century InvestmentsChair of the Board; Member, Technology & Risk Committee; Member, Portfolio Committee2011–presentBoard leadership; technology/risk; investment oversight
Yale University International Center for FinanceFellow in PracticeCurrentAcademic/industry bridge on finance research
Former: Columbia University Financial Engineering (Advisory Board); UCLA IPAM (Trustee)Advisor/TrusteePrior rolesQuantitative finance and applied mathematics governance

Board Governance

AttributeDetail
IndependenceIndependent director (NYSE standard)
Committee assignmentsAudit (Member); ESG & Nominating (Member)
Chair roles at KEXNone (not a committee chair at KEX)
Audit Committee expertiseAudit Committee operates under charter; all members are “audit committee financial experts” and oversee financial reporting, internal controls, auditor independence, legal/regulatory compliance, and cybersecurity risk reviews
Attendance2024: Board met 4x; Audit 8x; ESG 4x; each director attended >75% of aggregate Board/committee meetings and attended the 2024 annual meeting

Fixed Compensation (Nonemployee Director – 2024)

ComponentAmount / Detail
Annual cash retainer$85,000 (standard schedule)
Committee membership fees$7,500 per committee; Beder served on two committees (Audit; ESG & Nominating)
Fees earned or paid in cash (actual 2024)$97,500 (reported)
Annual equity grant$201,062 grant‑date fair value (restricted stock)
Shares granted and price1,828 restricted shares on April 29, 2024 at $109.99 per share
VestingDirector plan restricted stock issued after each annual meeting vests six months after grant
Plan mechanicsAutomatic grant each year equals ($167,500 / grant‑date price) × 1.2; directors may elect equity in lieu of cash fees (none elected in 2024)

Equity comprised roughly 67% of Beder’s 2024 director compensation ($201,062 of $298,562).

Performance Compensation

Directors do not receive performance‑based pay at KEX; director equity is time‑based RSUs/restricted stock with six‑month vesting, and there are no performance metrics tied to director compensation.

Other Directorships & Interlocks

CompanySector Link to KEXPotential Interlock/Conflict Notes
Nabors IndustriesOilfield services (KEX Distribution & Services serves energy end markets)No related‑party transactions disclosed involving Beder; ESG & Nominating Committee reviews related‑person transactions
American Century InvestmentsAsset managementNo related‑party transactions disclosed involving Beder

Expertise & Qualifications

  • Quantitative finance and risk: former head of strategic quantitative investments (Caxton); derivatives trading; co‑founded a risk advisory firm.
  • Technology and cybersecurity: certifications in cybersecurity oversight and machine learning; applied ML in trading/risk; committee roles include technology and risk oversight.
  • Governance and compensation: chairs the compensation committee at Nabors; extensive board leadership at American Century.
  • Financial expertise: qualifies as an audit committee financial expert at Nabors and serves on KEX’s Audit Committee (all members deemed financial experts).
  • Education: BA, Yale; MBA, Harvard Business School.

Equity Ownership

ItemDetail
Beneficial ownership (KEX common)15,998 shares directly owned as of March 3, 2025
Unvested director restricted stock at 12/31/2024None outstanding (director awards vest six months post‑grant)
Stock options outstandingNone for Beder
Ownership guidelinesDirectors must own KEX stock equal to 5× annual cash director fee (raised from 4× to 5× in Jan 2024); all directors were in compliance as of Dec 31, 2024
Hedging/pledgingProhibited for directors under KEX policy

Governance Assessment

  • Strengths
    • Independence, strong attendance, and active committee service (Audit; ESG & Nominating) enhance board oversight, including cybersecurity and ESG risk.
    • Deep risk, quantitative finance, and technology/cyber expertise fit KEX’s risk and operational profile; recognized audit committee financial expertise.
    • Director pay structure balanced toward equity; six‑month vesting; robust ownership guideline (5× retainer); all directors in compliance; hedging/pledging prohibited.
  • Watch items / potential conflicts
    • External chair role on Nabors’ Compensation Committee and energy‑sector overlap warrants routine monitoring for conflicts; KEX discloses no related‑person transactions involving Beder and maintains a pre‑approval policy overseen by ESG & Nominating.
    • 2024 Say‑on‑Pay support was 72% (below historical >90%); the board responded by increasing performance‑based LTI participation and expanding incentive disclosure for 2025—positive responsiveness, but investors may continue to scrutinize compensation governance.