Lisa M. Lambert
About Lisa M. Lambert
Age 57; independent director of Lucid Group since April 2024. Currently Chief Investment Officer of Private Markets at the George Kaiser Family Foundation (since December 2023); previously Interim CEO of Vital Energy Technology (July–November 2023), Chief Technology & Innovation Officer at National Grid plc and Founder/President of National Grid Partners (2018–2023), Managing Partner at the Westly Group (2016–2018), and senior roles at Intel/Intel Capital (1997–2016). Holds a B.S. in Management Information Systems (Penn State) and an MBA (Harvard); founder and chair of the non-profit UPWARD .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Intel Corporation / Intel Capital | VP & MD, Software & Services Fund; Founder & MD, Intel Capital Diversity Fund | 1997–2016 | Led strategic VC investments; launched diversity-focused tech investing |
| The Westly Group | Managing Partner | May 2016–Jan 2018 | Venture investing leadership |
| National Grid plc / National Grid Partners | Chief Technology & Innovation Officer; Founder & President, NGP | Jan 2018–Jul 2023 | Built corporate VC and innovation arm; technology strategy |
| Vital Energy Technology | Interim Chief Executive Officer | Jul–Nov 2023 | Commercialized digital technologies |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Vital Energy, Inc. | Director | Since Aug 2020 | Not disclosed |
| UL Solutions, Inc. | Director | Since Jul 2021 | Not disclosed |
| UPWARD (non-profit) | Founder & Chair | Founder, ongoing | Women executive advancement |
| Public company boards (including Lucid) | Total count | 3 | Aggregate disclosure only |
Board Governance
- Committee assignments: Audit Committee member; Audit Committee chaired by Janet S. Wong; other members are Lisa M. Lambert and Nichelle Maynard‑Elliott .
- Independence status: Board determined all nominees (including Lambert) are independent under Nasdaq standards .
- Attendance and engagement: Board met seven times in 2024; each director attended ≥80% of aggregate Board/committee meetings; Lambert attended the 2024 Annual Meeting of Stockholders .
- Years of service on this board: Director since 2024 (current term expires 2026) .
Fixed Compensation
| Component | 2024 Actual | 2025 Program Detail |
|---|---|---|
| Annual cash retainer | $22,967 (paid) | $30,000 cash per year, paid quarterly |
| Equity retainer (RSUs) | $383,257 grant date fair value | $270,000 annual RSUs (standard); $375,000 initial RSU grant for new directors vesting in three equal annual installments |
| Committee fees (member) | Included in cash above (not broken out per director) | Audit: $10,000; Compensation: $7,500; Nominating: $5,000; Executive: $10,000 (annual cash retainers) |
| Committee fees (chair) | N/A for Lambert | Audit Chair $20,000; Compensation Chair $15,000; Nominating Chair $10,000; Executive Chair $20,000 (annual cash retainers) |
| Special committee RSUs | N/A in 2024 | Fully‑vested RSUs equal to $2,000 per special committee meeting (cap $20,000); estimated $14,000 for Lambert in 2025 |
| Perquisites | $6,655 (personal use of company vehicle + tax gross‑up) | Vehicle use reimbursement policy applies; no meeting fees for standing committees |
Total 2024 director compensation: $412,879 (cash + stock + other) .
Performance Compensation
| Element | Performance Metrics | Vesting / Terms |
|---|---|---|
| Annual RSU retainer | None (time‑based only) | Vests in full on earlier of 1‑year from grant or next annual meeting; continued service required |
| Initial RSU grant for new directors | None (time‑based only) | Vests in three equal annual installments (earlier of anniversary or next annual meeting) |
| Special committee RSUs | None (fully vested) | Granted as fully vested RSUs based on meetings attended (cap $20,000) |
| Deferral elections | N/A for Lambert (not listed as deferring) | Directors may elect to defer settlement of RSUs until separation or change in control |
Other Directorships & Interlocks
| Company | Sector | Role | Potential Interlock |
|---|---|---|---|
| Vital Energy, Inc. | Energy | Director | No Lucid‑specific related party transactions disclosed |
| UL Solutions, Inc. | Safety/Certification | Director | No Lucid‑specific related party transactions disclosed |
| Lucid Group, Inc. | EV | Director | Controlled company; PIF/Ayar designate certain directors and committee seats (Lambert not among designees) |
Expertise & Qualifications
- Financial oversight: Audit Committee member; Board assessed independence and financial literacy for Audit Committee members .
- Technology and venture investing: Led Intel Capital funds, founded National Grid Partners corporate VC, CIO Private Markets at GKFF .
- Governance and leadership: Public company board experience (aggregate count 3 including Lucid) ; founder/chair of a governance‑focused non‑profit .
- Education: B.S. (Penn State), MBA (Harvard) .
Equity Ownership
| Item | Amount |
|---|---|
| Beneficial ownership of Lucid common stock (as of Mar 31, 2025) | — shares; less than 1% |
| RSUs held (unvested/vested deferred as of Dec 31, 2024) | 134,476 RSUs |
| Ownership guidelines | Directors may elect to defer RSU settlement; no explicit ownership multiple disclosed in proxy |
| Hedging/pledging | Prohibited for directors and employees |
Governance Assessment
- Board effectiveness: Lambert strengthens audit oversight as an independent Audit Committee member; Board states all nominees are independent; directors held executive sessions and met seven times in 2024 with ≥80% attendance, indicating active engagement .
- Pay structure and alignment: Director compensation is predominantly equity‑based (standard $270k RSUs) with modest cash ($30k), aligning interests with shareholders; initial RSU grants vest over three years to reinforce retention; no performance‑based metrics for director pay, consistent with common governance practice; special committee equity fees are capped, limiting potential pay inflation .
- Ownership/skin‑in‑the‑game: As of March 31, 2025, Lambert reported no beneficially owned common shares; she held RSUs, including 134,476 at year‑end 2024; hedging/pledging is prohibited, which supports alignment, and directors may defer RSU settlement to promote long‑term orientation .
- Conflicts and related‑party exposure: No Lambert‑specific related‑party transactions disclosed; broader Lucid related‑party context includes significant PIF/Ayar influence (controlled company); Ayar designates five directors, chairs the Board, and maintains committee seat rights, but Lambert is not an Ayar designee—mitigating direct conflict for her role .
- Risk indicators and safeguards: Clawback/recoupment policy applies to awards; no option/SAR repricing without shareholder approval; prohibition on hedging/pledging; independent compensation consultant engaged by Board committees—collectively supportive of governance quality .
RED FLAGS: Controlled company status (PIF/Ayar) with rights to designate directors, chair, and committee seats may reduce minority investor influence; monitor committee independence and board dynamics over time . No personal beneficial share ownership reported as of March 31, 2025 (equity exposure via RSUs only); while common in director compensation, investors may prefer visible open‑market holdings for stronger alignment .