Faiz Ahmad
LendingClubAbout Faiz Ahmad
Independent director since August 2022 (Class I; term expires 2027). Age 53. Background spans consumer, digital commerce, and fintech leadership: CEO of Paula’s Choice (Unilever) since Feb 2025; Chief Commercial Officer at YETI (Aug 2022–Mar 2024); senior roles at Optum (2019–2022), Apple (2015–2019), and Delta Air Lines. Education: MBA, Emory University; B.E., Manipal Institute of Technology .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Paula’s Choice (Unilever) | Chief Executive Officer | Feb 2025–present | Consumer brand leadership; not a public company board |
| YETI Holdings, Inc. | Chief Commercial Officer | Aug 2022–Mar 2024 | Commercial leadership at a public consumer brand |
| Optum (UnitedHealth Group) | CEO, Direct-to-Consumer; Chief Digital Services Officer | Jun 2020–Jul 2022; Sep 2019–Jun 2020 | Built DTC digital health marketplace; product and go‑to‑market |
| Apple Inc. | Senior Director & Global Head, Apple Online Store and Apple Retail Market Development | Feb 2015–Aug 2019 | Drove growth strategy, acquisition, affinity programs for retail markets |
| Delta Air Lines | Managing Director (and prior leadership roles) | Not disclosed | Led digital and customer-facing touchpoints; strategy and experience design |
External Roles
| Entity | Role | Tenure | Notes |
|---|---|---|---|
| — | — | — | No other public company directorships disclosed in LC proxy |
Board Governance
| Item | Detail |
|---|---|
| Independence | Board determined Ahmad is independent under NYSE rules |
| Board/Bank Attendance | 2024 Board met 8 times; LC Bank boards/committees met 60 times; each director attended ≥75% of applicable meetings |
| Executive Sessions | Independent directors meet in executive session; chaired by Independent Chair (Hans Morris) |
| Committees | Compensation (member); Nominating & Corporate Governance (member); Operational Risk (member) |
| Committee Meeting Counts (2024) | Compensation: 6; Nominating & Corporate Governance: 3; Operational Risk: 4 |
| Term/Service | Director since Aug 2022; Class I; current term expires 2027 |
| Bank Board Service | Directors concurrently serve on LendingClub Bank board; no additional compensation for concurrent service |
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Board cash retainer | $40,000 (2024 program) | Standard for all non‑employee directors |
| Committee membership retainers | $8,000 (Comp/Operational Risk/Credit Risk & Finance), $5,000 (NCG) | Chairs: $17,500 (Comp/Operational/Credit), $10,000 (NCG); Audit member $12,500; Audit chair $25,000 |
| Non‑Executive Board Chair retainer | $25,000 | Applies to independent chair (not Ahmad) |
| Bank‑Only Committee fees | $2,000 chair / $1,000 member per meeting; max $25,000/year | Applies only if serving on a bank‑only committee without Board counterpart |
| Director (2024) | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Faiz Ahmad | 61,000 | 200,002 | 261,002 |
Notes: LC discloses no director perquisites; directors are reimbursed for reasonable travel/meeting expenses .
Performance Compensation
| Equity Grant Type | 2024 Director Program | Vesting | Metric‑linked? |
|---|---|---|---|
| RSUs (annual director grant) | $200,000 grant date fair value | Vests quarterly over one year | No; time‑based only (no performance metrics disclosed) |
| Metric | Applies to Director Pay? | Details |
|---|---|---|
| Relative TSR | No | Used for executive PBRSUs; not part of non‑employee director pay |
| Adjusted Net Income | No | Executive PBRSU operating metric; not part of director pay |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for Ahmad in LC proxy |
| Compensation Committee interlocks | None; LC discloses no interlocks or insider participation among Compensation Committee members |
| Shared directorships (competitors/suppliers/customers) | Not disclosed |
Expertise & Qualifications
- Consumer/e‑commerce, digital product, and DTC operations; senior roles at Apple, Optum, Delta; CEO experience in consumer beauty .
- Committee work spans compensation, governance/ESG oversight, and operational/cyber risk .
- Education: MBA (Emory), B.E. (Manipal Institute of Technology) .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| Faiz Ahmad | 60,022 | <1% | As of April 7, 2025; includes shares/RSUs vesting within 60 days as applicable |
| Item | Status |
|---|---|
| Director RSU awards held (12/31/2024) | 12,240 RSUs (non‑employee director stock awards) |
| Ownership Guidelines | Non‑employee directors must hold ≥$400,000 in equity within 3 years; LC states all are in compliance or within allowed accumulation period |
| Hedging/Pledging | Prohibited for directors, officers, employees; short sales and derivative hedging barred; pledging/margin accounts prohibited |
Insider Trades (Form 4)
| Filing Date | Transaction Date | Type | Shares | Price ($) | Post‑Txn Holdings | Source |
|---|---|---|---|---|---|---|
| 2025-06-05 | 2025-06-03 | Award (A) | 19,121 | 0.00 | 19,121 | https://www.sec.gov/Archives/edgar/data/1409970/000112760225016904/0001127602-25-016904-index.htm |
| 2024-06-13 | 2024-06-11 | Award (A) | 24,480 | 0.00 | 24,480 | https://www.sec.gov/Archives/edgar/data/1409970/000112760224018619/0001127602-24-018619-index.htm |
| 2023-11-02 | 2023-10-31 | Open‑market Purchase (P) | 10,000 | 5.2221 | 25,601 | https://www.sec.gov/Archives/edgar/data/1409970/000112760223026658/0001127602-23-026658-index.htm |
| 2023-06-12 | 2023-06-08 | Award (A) | 21,414 | 0.00 | 21,414 | https://www.sec.gov/Archives/edgar/data/1409970/000112760223018619/0001127602-23-018619-index.htm |
| 2022-08-17 | 2022-08-15 | Award (A) | 10,248 | 0.00 | 10,248 | https://www.sec.gov/Archives/edgar/data/1409970/000112760222021247/0001127602-22-021247-index.htm |
| 2022-08-17 | 2022-08-15 | Initial Filing (Form 3) | — | — | — | https://www.sec.gov/Archives/edgar/data/1409970/000112760222021245/0001127602-22-021245-index.htm |
Note: “Award (A)” indicates RSU or stock award grants; “P” is open‑market purchase. Data from insider-trades skill (Form 4 filings).
Governance Assessment
- Strengths: Independent director with multi‑committee engagement (Compensation; Nominating & Corporate Governance; Operational Risk), solid attendance, and adherence to stringent hedging/pledging prohibitions and stock ownership guidelines—supports alignment and investor confidence .
- Alignment signals: Annual RSU grants with time‑based vesting and an open‑market purchase of 10,000 shares in Oct 2023 indicate personal capital alignment with shareholders (program) and SEC transactions linked above.
- Potential conflicts: LC’s related‑party section discloses no related‑party transactions involving Ahmad; Audit Committee pre‑approves any non‑ordinary course related‑party deals—no red flags noted in proxy .
- Compensation structure: Director pay mixes cash retainers with equity RSUs; no performance metrics in director equity; LC implements clawback policies (focused on executives) and robust governance practices (declassification, supermajority removal proposals, ownership guidelines) that generally support board effectiveness .
- Attendance/engagement: Board and bank board participation thresholds met; independent chair enhances oversight; risk oversight distributed across dedicated committees, including those where Ahmad serves (operational/cyber; compensation; governance/ESG) .
Overall, Ahmad’s independent status, committee coverage across pay, governance/ESG, and operational risk, plus equity ownership and an insider purchase, point to alignment and engagement; no disclosed conflicts or red‑flag related‑party items in LC’s proxy .