Elizabeth Thompson
About Elizabeth Thompson
Elizabeth Thompson (age 61) serves as an independent director of Lamar Advertising Company (LAMR) and has been on the Board since 2019. She is CEO of The CAFE Group, a philanthropic organization focused on educational equity, and co‑founded Cleveland Avenue, LLC, an investment firm supporting entrepreneurs; her background emphasizes civic leadership and community impact relevant to Lamar’s local advertising footprint . The Board classifies her as independent under Nasdaq standards, and she met the Company’s attendance expectations in 2024 (≥75%) and attended the 2024 annual meeting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The CAFE Group | Chief Executive Officer | — | Leads a philanthropic org advancing educational equity; brings community-focused perspective |
| Cleveland Avenue, LLC | Co‑Founder | — | Investment platform providing capital and support to entrepreneurs; adds investment/operating insight |
External Roles
| Organization Type | Organization | Role | Notes |
|---|---|---|---|
| Philanthropy | The CAFE Group | CEO | Education equity focus |
| Private Investment | Cleveland Avenue, LLC | Co‑Founder | Entrepreneur backing platform |
| Non‑profit boards | Various | Director (prior/non‑profit) | “Decades” of non‑profit board experience (no specific public co. boards disclosed) |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Independent director (Nasdaq standards) |
| Committee Assignments | Nominating & Governance Committee – Member |
| Committee Chair Roles | None disclosed |
| Board/Committee Attendance (2024) | Each director ≥75% of combined Board/committee meetings; Elizabeth not listed as an exception |
| Annual Meeting Attendance (2024) | Attended (only Mr. Reifenheiser was absent) |
| Years of Service | Director since 2019 |
| Executive Sessions (2024) | Independent directors met in executive session twice |
Fixed Compensation (Non‑Employee Director – 2024)
| Component | Amount | Notes |
|---|---|---|
| Annual Cash Retainer | $50,000 | Standard non‑employee director annual fee |
| Committee Membership Fee | $3,000 | Annual fee per Nominating & Governance Committee membership (not chair) |
| Committee Chair Premium | $0 | Not a chair |
| Meeting Fees | Not disclosed | Program built around annual retainers/committee fees |
| Total Cash Fees (2024) | $53,000 | As reported for Elizabeth Thompson |
Performance Compensation (Director Equity – 2024)
| Element | Detail |
|---|---|
| Equity Type | Restricted stock (Class A Common) |
| Annual Grant FMV (Committee Member) | $80,000 |
| Vesting | 50% vests on grant; 50% vests on last day of the one‑year term (business day before next annual meeting) |
| Performance Metrics | None (time‑based director equity; no performance criteria) |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for Elizabeth Thompson |
| Private/Non‑profit boards | Extensive non‑profit board experience (not itemized) |
| Interlocks/Conflicts | None disclosed involving Elizabeth Thompson in proxy |
Expertise & Qualifications
- Philanthropic and community leadership; CEO of The CAFE Group, with prior extensive non‑profit board experience—relevant to local market insights in out‑of‑home advertising .
- Investment and operating exposure via Cleveland Avenue co‑founding; complements strategic perspective on entrepreneurship and growth .
- Independent status enhances board oversight balance amid a family‑influenced governance structure .
Equity Ownership
| Item | Amount/Status |
|---|---|
| Beneficial Ownership (Class A) | 4,382 shares (as of March 17, 2025) |
| % of Shares Outstanding | Less than 1% |
| Pledged Shares | None indicated for Elizabeth Thompson in beneficial ownership footnotes |
| Hedging/Pledging Policies | Company does not prohibit hedging by directors/employees (policy allows hedging instruments) |
Insider Trades
| Date | Transaction | Shares | Price | Notes |
|---|---|---|---|---|
| — | No Form 4 transactions referenced in the proxy | — | — | Company states all Section 16(a) filings were compliant in 2024 |
Note: The proxy confirms Section 16(a) compliance but does not enumerate Elizabeth Thompson’s individual Form 4 transactions; no trades are listed in the document .
Governance Assessment
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Strengths
- Independent, engaged director with committee service (Nominating & Governance) and ≥75% attendance; attended annual meeting—positive for oversight and engagement .
- Director compensation is modest and balanced (cash $53k; equity $80k with partial deferral via vesting), aligning director and shareholder interests without introducing excessive risk .
- No disclosed related‑party transactions involving Thompson; independence affirmed under Nasdaq standards .
-
Watch‑items / Potential Red Flags (Board‑level context)
- Company permits hedging transactions by directors/employees, which some investors view as misaligned with long‑term ownership principles .
- Family control and dual‑class voting structure (Class B at 10 votes/share) concentrated with Reilly family; significant pledged share positions disclosed for certain insiders—not directly attributable to Thompson but relevant to overall governance risk posture .
- Related‑party dealings with REV/EATEL (Reilly family‑owned entities) and family employment (Officer’s son) present recurring conflict‑of‑interest considerations (monitored by Audit Committee)—no linkage to Thompson .
-
Shareholder Feedback Signal
- Say‑on‑pay support exceeded 99% at the 2023 annual meeting, indicating broad investor support for compensation practices at that time (executive comp context) .
Overall: Elizabeth Thompson’s profile—independent status, active committee role, and community/investment expertise—supports board effectiveness and stakeholder perspectives in Lamar’s local markets. Key governance risks stem from board‑level policies (hedging allowed) and family control dynamics rather than from Thompson’s individual activities .