Pamela Kaufman
LINDBLAD EXPEDITIONS HOLDINGSAbout Pamela O. Kaufman
Pamela O. Kaufman (age 61) has served as an independent director of Lindblad Expeditions Holdings, Inc. since March 2024. She is President and Chief Executive Officer of International Markets, Global Consumer Products & Experiences at Paramount (since 2022), where she leads global expansion of streaming (Paramount+ in 45 markets; Pluto TV in 35+ territories) and oversees a consumer products portfolio representing well over $6 billion in worldwide retail revenue. She holds a BA in Public Communication from American University and received an Honorary Doctorate of Humanities in 2019. Recent recognitions include induction into the Licensing International Hall of Fame (2023).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Paramount | President & CEO, International Markets, Global Consumer Products & Experiences | 2022–present | Led global scaling of Paramount+ (45 markets) and Pluto TV (35+ territories); oversees global consumer products ($6B+ retail revenue) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Rock & Roll Hall of Fame Foundation | Director | Not disclosed | Board service |
| Pace Women’s Justice Center | Director | Not disclosed | Board service |
| Stella McCartney Ltd. | Director | Since 2023 | Board service |
Board Governance
- Status: Independent director under Nasdaq listing standards.
- Committee assignments (2024–2025): Compensation Committee member. Not on Audit or Nominating.
- Attendance: Board met 8 times in 2024; each director attended at least 80% of Board and committee meetings.
- Board structure: Co-Chairs of the Board are Mark D. Ein (also Lead Independent Director) and Sven-Olof Lindblad (from Jan 2025).
- Compensation Committee oversight and consultant: Committee reviews executive pay and LTIP design; retained FW Cook and considered advisor independence.
| Governance Item | Detail |
|---|---|
| Independence | Independent (Nasdaq) |
| Primary Committee | Compensation Committee – Member |
| Board Meetings 2024 | 8 meetings; ≥80% attendance by each director |
| Lead Independent Director | Mark D. Ein (Co-Chair) |
Fixed Compensation (Director Pay)
| Item | Amount | Period/Notes |
|---|---|---|
| Annual cash fees | $52,500 | 2024 (pro-rated from her March 2024 start) |
| Standard director cash retainer policy | $70,000 annual; plus Chair premiums: Board Chair/Co-Chair $80,000; Audit Chair $25,000; Compensation Chair $20,000; Nominating Chair $17,500 | 2024 program |
| Deferred compensation/stock-in-lieu program | Available to directors | Program feature |
| Director stock ownership guideline | 5x cash retainer within 5 years (adopted Oct 2024) | Board guideline |
| Expedition travel policy (perk) | One expedition per year at no cost to director; family may accompany at Company cost plus airfare, subject to policy limits | Director education/engagement benefit |
Performance Compensation (Equity)
| Award Type | Grant Date | Units / FV | Vesting | Notes |
|---|---|---|---|---|
| Restricted Stock (annual director grant) | Aug 2024 | 14,647 shares per non-employee director; grant-date FV ~$110,000 | Vests Aug 8, 2025 | Standard board grant |
| Restricted Stock (Kaufman—beneficial ownership footnote) | 2024 | 12,147 restricted shares (unvested) | Vests Aug 8, 2025 | Reflects individual grant count as disclosed |
| 2024 Director equity total (Kaufman) | 2024 | Stock awards $109,999 | As granted | Matches program FV |
The Company does not use performance-conditioned equity for directors; director equity is time-based restricted stock with one-year vesting cadence.
Other Directorships & Interlocks
- Public company directorships: The proxy lists external board roles at Rock & Roll Hall of Fame Foundation, Pace Women’s Justice Center, and Stella McCartney Ltd.; no other public company boards are disclosed.
- Related party transactions: The related-party section disclosed no transactions involving Ms. Kaufman; only the employment of a director’s family member (Allison Fahey) was noted.
Expertise & Qualifications
- Global consumer brands and licensing leadership across major franchises (e.g., Nickelodeon, MTV; franchises including PAW Patrol, SpongeBob SquarePants, Teenage Mutant Ninja Turtles, Star Trek, Top Gun, Yellowstone).
- International streaming scale-up and go-to-market execution (Paramount+ and Pluto TV).
- DEI leadership initiatives and employee engagement programs; executive sponsor of Women+ ERG.
- Education: BA, American University; Honorary Doctorate (2019).
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Beneficial ownership (common) | 2,500 shares; <1% of outstanding | As of April 8, 2025 |
| Unvested restricted stock (director grant) | 12,147 shares (excluded from beneficial ownership) | Vests Aug 8, 2025 |
| Pledged/hedged shares | Not disclosed; Company hedging policy restricts hedges that remove full risks and rewards of ownership; references allowable monetization mechanisms under policy language. |
Governance Assessment
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Strengths
- Independence and committee role: Independent director serving on the Compensation Committee; committee engages an independent advisor (FW Cook) and reports to shareholders, supporting pay governance.
- Relevant operating expertise: Global consumer products/licensing and international streaming growth background aligns with LIND’s brand, partnerships, and experiential strategy.
- Ownership alignment: Annual equity in restricted stock with newly adopted stock ownership guideline (5x cash retainer over 5 years) increases long-term alignment.
- Attendance and engagement: Board and committees met frequently (8 meetings), with ≥80% attendance by each director in 2024.
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Watch items / potential red flags
- Section 16(a) timeliness: A late Form 3 filing was reported for Ms. Kaufman (and Ms. Reavis) due to EDGAR code delays—administrative but noted.
- Perquisites optics: Director-expedition benefit (one free expedition per year) is intended for board education; family can accompany at cost. While common in experiential travel firms, investors may monitor perceived value transfer.
- Hedging policy clarity: Policy restricts hedging that removes “full risks and rewards,” while also referencing allowable monetization tools; investors may prefer explicit prohibitions on hedging/pledging for directors.
- Concentration of external role: Senior operating role at Paramount; no related-party dealings disclosed, but standard monitoring of any future commercial interactions is advisable.
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Shareholder feedback context
- 2024 Say-on-Pay approval was 77%; Compensation Committee disclosed program changes to increase pay-for-performance alignment, indicating responsiveness to investor feedback—relevant oversight exposure for a Compensation Committee member.
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Conflict/related-party check
- No related-party transactions involving Ms. Kaufman disclosed in 2024–2025 proxy; Audit Committee oversees related-party reviews.