Pamela Patenaude
loanDepotAbout Pamela Patenaude
Pamela Patenaude, age 64, is an independent Class II director of loanDepot, Inc. (LDI) since July 2021, serving on the Audit Committee and as Chair of the Nominating & Corporate Governance (NCG) Committee . She is Principal at Granite Housing Strategies (since 2019) and a former U.S. HUD Deputy Secretary (2017–2019), bringing deep housing policy, risk, and regulatory expertise; she holds a B.S. from Saint Anselm College and an M.S. in community economic development from Southern New Hampshire University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. Department of Housing and Urban Development (HUD) | Deputy Secretary | 2017–2019 | Senior leadership in federal housing policy and disaster recovery |
| U.S. Department of Housing and Urban Development (HUD) | Assistant Secretary for Community Planning & Development | Not disclosed | Led CPD programs; regulatory and community development experience |
| J. Ronald Terwilliger Foundation for Housing America’s Families | President | Not disclosed | Affordable housing policy advocacy |
| Granite Housing Strategies, LLC | Principal | 2019–present | Advises on real estate development, affordable housing, disaster recovery |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Target Hospitality Corp. (Nasdaq: TH) | Director | 2021–present | Public company directorship |
| CoreLogic, Inc. | Director | 2020–2021 | Public company directorship; overlaps with LDI ex-CEO Frank Martell’s prior CEO/Chair role at CoreLogic (2017–2022) |
| Non-profits: Home Builders Institute; Habitat for Humanity International; Bipartisan Policy Center; National Housing Conference | Board service | Not disclosed | Sector thought leadership and housing ecosystem engagement |
Board Governance
- Independence: The Board determined Ms. Patenaude is independent under NYSE standards; LDI is a “controlled company” and not required to maintain a majority-independent board, but Audit/Comp/NCG committees currently consist of independent directors .
- Committee assignments: Audit Committee member; NCG Committee Chair .
- Board structure: Controlled company; no Lead Independent Director per Stockholders Agreement; in executive sessions, the NCG Chair presides absent an express appointment (in practice, may often be Ms. Patenaude) .
- Meetings and attendance (2024): Board 14 meetings; Audit 4; Compensation 5; NCG 4; each director attended at least 75% of applicable meetings; all continuing directors attended the 2024 annual meeting .
Fixed Compensation
Policy structure for non-employee directors (unchanged since 2022):
| Component | Amount | Notes |
|---|---|---|
| Annual Board retainer | $250,000 (50% cash / 50% RSUs) | RSUs grant-date fair value $125,000; vest quarterly |
| Audit Committee Chair fee | $25,000 per year | Additional to retainer |
| Compensation Committee Chair fee | $20,000 per year | Additional to retainer |
| Nominating & Corporate Governance Committee Chair fee | $15,000 per year | Additional to retainer |
| Lead Independent Director | $75,000 per year | Additional to retainer |
| >2 committee memberships | +$25,000 per year | If serving on more than two committees |
Actual 2024 compensation for Ms. Patenaude:
| Component | 2024 Amount |
|---|---|
| Fees earned (cash) | $125,000 |
| Stock awards (grant-date FV) | $124,999 (RSUs) |
| Total | $249,999 |
Grant details (Board-wide on June 6, 2024):
| Grant Date | Security | Shares | Vesting |
|---|---|---|---|
| June 6, 2024 | RSUs | 60,386 | Equal installments on Aug 31, 2024; Nov 30, 2024; Feb 28, 2025; May 31, 2025 |
| Valuation reference | Closing price $2.07 (grant date) | — | Basis for fair value calculation |
Performance Compensation
- Directors receive time-based RSUs only; no performance metrics or options were granted to directors in 2024 per policy and disclosures . | Award | Metric Linkage | Structure | Notes | |---|---|---|---| | RSU retainer | None (time-based) | Quarterly vesting over 1 year | Aligns director pay with stockholders via equity retainer; 2024 grant date 6/6/2024 |
Other Directorships & Interlocks
| Company | Role | Interlock/Network Consideration |
|---|---|---|
| Target Hospitality Corp. | Director (current) | No LDI-related conflicts disclosed . |
| CoreLogic, Inc. | Director (2020–2021) | Overlaps with LDI’s outgoing CEO Frank Martell’s tenure as CoreLogic CEO/Chair (2017–2022), suggesting a historical network link, not a current interlock at LDI . |
Expertise & Qualifications
- Skills matrix: Executive Leadership; Public Company Governance; Financial & Audit; Real Estate Industry; Mortgage/Lending; Risk & Compliance; Human Capital; Legal/Regulatory/Public Policy; Sustainability/Corporate Responsibility .
- Background highlights: Former HUD Deputy Secretary and Assistant Secretary; Principal at Granite Housing Strategies; active roles in housing-related non-profits; advanced degree in community economic development .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Class A shares beneficially owned (as of Apr 9, 2025) | 244,475 | Beneficial ownership per proxy table |
| RSUs vesting within 60 days of record date | 15,097 | Included in above and disclosed separately in footnotes |
| Options (exercisable/unexercisable) | Not disclosed for Patenaude | Options footnote lists others; none for Patenaude |
| Shares pledged as collateral | None permitted (policy) | Company policy prohibits pledging and hedging of LDI stock by directors |
| Hedging of company stock | Prohibited (policy) | Anti-hedging policy applies to directors |
Section 16 compliance (2024):
| Insider | Late Section 16 Filings Disclosed |
|---|---|
| Pamela Patenaude | None disclosed (one late Form 4 was for Jeff Walsh; no mention of Patenaude) |
Governance Assessment
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Strengths
- Independent director with deep housing policy/regulatory expertise; chairs NCG and serves on Audit; contributes to risk oversight and governance framework .
- Committee independence: Audit and NCG committees comprised of independent directors; Audit has a designated financial expert (Ozonian) and robust oversight practices .
- Ownership alignment via equity retainer; hedging/pledging prohibited, reducing misalignment risk .
- Attendance: Met at least 75% of 2024 board/committee meetings; attended 2024 annual meeting .
- No related-party transactions involving Ms. Patenaude disclosed, limiting conflict exposure .
-
Risks / RED FLAGS
- Controlled company: LDI relies on NYSE “controlled company” exemptions; Board lacks a majority of independent directors, potentially constraining independent oversight .
- No Lead Independent Director: Stockholders Agreement provides for Executive Chair and no lead independent director absent Hsieh Stockholders’ consent; executive sessions are not always led by a designated LID (NCG Chair presides absent designation) .
- Concentrated voting power: Hsieh and Parthenon stockholder arrangements concentrate governance influence, which can limit board autonomy despite committee independence .
-
Contextual signals
- High shareholder support on Say-on-Pay (98.7% in prior cycle) suggests overall investor acceptance of compensation governance, though this pertains to executives rather than directors .
Overall: Patenaude enhances board effectiveness with federal housing and governance expertise, independent committee leadership, and solid engagement. Controlled company status and absence of a lead independent director remain structural governance risks that can affect perceived independence of board oversight .