Herb Allen
COCA COLAAbout Herb Allen
Herb Allen (age 57) is an Independent Director of The Coca-Cola Company since 2021 and currently serves as Chair of the Corporate Governance & Sustainability Committee (appointed effective August 1, 2024) and as a member of the Finance Committee . He is President of Allen & Company LLC (since 2002), with prior roles as Executive Vice President and Managing Director of Allen & Company Incorporated (1993–2002), bringing deep strategic, financial, risk oversight, and technology investment experience . The Board affirms his independence under NYSE standards; no related-person transactions were reported involving him for 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Allen & Company LLC | President | 2002–present | Oversees strategic and financial advisory and principal financial/accounting officers; advises public and private companies . |
| Allen & Company Incorporated (predecessor to A&Co. LLC investment banking business) | Executive Vice President & Managing Director | 1993–2002 | Senior investment banking leadership . |
External Roles
| Company/Organization | Role | Since/Through | Committees/Notes |
|---|---|---|---|
| Grupo Televisa, S.A.B. | Alternate Director | 2002–present | Current public company board service (Alternate) . |
| Coca‑Cola FEMSA, S.A.B. de C.V. | Alternate Director | 2000–2022 | Prior public company board (Alternate) . |
Board Governance
| Item | Details |
|---|---|
| Independence | Independent Director under NYSE standards; Board concluded no material relationships; Allen listed among independent nominees . |
| Committees | Chair, Corporate Governance & Sustainability (effective Aug 1, 2024); Member, Finance . |
| Committee responsibilities (CG&S) | Oversees director nominations, governance policies, board/committee evaluations, CEO and senior succession planning, sustainability, and related-person transaction policy . |
| Committee responsibilities (Finance) | Oversees capital structure, dividend policy, capex, financing, M&A, derivatives/hedging risk policies . |
| 2024 meetings | CG&S: 6 meetings (incl. one joint with Audit); Finance: 5 meetings . |
| Attendance | Board held 5 meetings; committees held 25; overall attendance ~98%; each Director attended ≥75% of aggregate meetings during their service period . |
| Executive sessions | Non‑employee Directors meet in executive session at each regularly scheduled Board meeting; led by Lead Independent Director . |
Fixed Compensation
| Component (2024) | Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer | $90,000 | Standard cash retainer for non‑employee Directors . |
| Chair fee (CG&S) | $20,000 (annual rate) | Chairs of “all other Committees” receive $20,000; Allen became CG&S Chair Aug 1, 2024; received $8,000 prorated in 2024 . |
| Equity retainer (DSUs) | $200,000 | Credited as deferred share units on or about April 1; no voting rights; dividend equivalents reinvested; paid in cash after Board service . |
| Fees earned or paid in cash (actual 2024) | $98,000 | Includes base cash retainer and prorated chair fee [$8,000] . |
| All other compensation (actual 2024) | $1,054 | Includes eligible items such as matching gifts, insurance premiums, product gifts, limited personal aircraft travel, per policy . |
| Total 2024 Director compensation | $299,054 | As reported in 2024 Director Compensation Table . |
| Cash deferral election (2024) | 1,607 share units | Portion of cash fees deferred into DSUs at April 1, 2024 pricing . |
Performance Compensation
| Feature | Design | Details |
|---|---|---|
| Equity instrument | Deferred Share Units (DSUs) | Annual grant equals $200,000 divided by market price on April 1; no voting rights; dividend equivalents reinvested . |
| Vesting/payout | Post‑service cash settlement | DSUs paid in cash after leaving the Board (lump sum or up to 5 annual installments) . |
| Performance linkage | None (director program) | Directors do not receive performance‑conditioned equity; no meeting fees; equity emphasizes long‑term alignment . |
| Risk controls | Hedging/short sales/pledging prohibited | Global insider trading policy prohibits Directors from hedging, short sales, or pledging Company securities . |
Other Directorships & Interlocks
| Company | Role | Overlap/Notes |
|---|---|---|
| Grupo Televisa, S.A.B. | Alternate Director | Current external public company board (Alternate) . |
| Coca‑Cola FEMSA, S.A.B. de C.V. | Alternate Director | Prior external public company board, 2000–2022 (Alternate) . |
Expertise & Qualifications
- Strategic and financial: Oversees advisory and investment banking services; supervises principal financial/accounting officers at Allen & Co. LLC .
- Senior leadership: President of Allen & Company LLC and affiliate Allen Investment Management LLC since 2002 .
- Innovation/technology: Oversight of early‑stage investments in e‑commerce, data analytics, cybersecurity, AI, biotech, SaaS .
- International: Works with European and Latin American clients across M&A and capital markets .
- Risk oversight: Extensive risk management, financial statement oversight, and auditor evaluation experience .
Equity Ownership
| Metric | Amount/Status | Notes |
|---|---|---|
| Total beneficial ownership | 19,282,444 shares | Includes 99,054 (Allen & Company LLC), 6,000,000 (Allen & Company Incorporated – sole voting power), 13,000,000 (two family members – sole voting power), 780 (family trust, co‑trustee), 20,000 (foundation, co‑director) . |
| % of outstanding shares | <1% | As indicated by asterisk in ownership table . |
| Deferred share units outstanding | 13,498 units | Director Plan DSUs as of 12/31/2024 (cash‑settled post‑service) . |
| Hedging/pledging | Prohibited for Directors | Company policy bans hedging, short sales, and pledging by Directors . |
| Director stock holding/ownership guidelines | Long‑term alignment | DSUs not paid until after Board service; after ~3 years, Directors maintain equity ownership level ≥5× annual cash retainer . |
Governance Assessment
- Board effectiveness and oversight: As CG&S Chair, Allen leads director nominations, board/committee evaluations, CEO and senior succession planning, and sustainability oversight, central to governance quality and risk management . As Finance Committee member, he contributes to capital structure, dividends, capex/financing, and M&A oversight .
- Independence and conflicts: Board determined Allen is independent; no related‑person transactions since January 1, 2024; no Allen‑specific relationships listed in independence considerations table, supporting low conflict risk .
- Attendance and engagement: Board and committees met 30 times in 2024 with ~98% overall attendance; each Director attended at least 75% of meetings, indicating strong engagement norms .
- Compensation alignment: Director pay emphasizes equity via DSUs ($200,000) with cash retainer ($90,000) and role‑based chair fees; equity is deferred until post‑service, reinforcing long‑term alignment; hedging/pledging prohibited . Allen deferred part of cash into DSUs (1,607 units) and recorded total 2024 compensation of $299,054 .
- Ownership “skin‑in‑the‑game”: Significant beneficial ownership (19.28 million shares) plus DSUs (13,498) indicates strong alignment; percentage of KO outstanding shares remains <1% given large float .
- Watch items: Allen leads a private investment banking/advisory firm; while no KO related‑person transactions were disclosed for 2024 and independence was affirmed, continued monitoring of any future transactions or services involving entities with which he has ties remains prudent under the Company’s related‑party policy administered by CG&S (which he chairs) .