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Owen Ryan

Director at LINCOLN NATIONALLINCOLN NATIONAL
Board

About Owen Ryan

Owen Ryan (age 62) is an independent director of Lincoln National Corporation, serving since September 2023. He brings deep audit, accounting and risk expertise as former CEO of Deloitte Advisory, prior insurance CEO experience (AEGIS Insurance), and current operating leadership as Co‑CEO and Chair of BlackLine, Inc. He serves on LNC’s Audit and Compensation Committees and has been designated an “audit committee financial expert.”

Past Roles

OrganizationRoleTenureCommittees/Impact
Deloitte AdvisoryManaging Partner and CEO2008–2016Led financial advisory; core audit/accounting and risk credentials
AEGIS Insurance (mutual)President & CEOOct 2016–Nov 2017Insurance operating leadership
Geller & Company / Geller AdvisorsCEO; Managing Principal; Chief Strategy OfficerJul 2018–Apr 2022Outsourced CFO/technology and strategic advisory leadership

External Roles

OrganizationRoleTenureNotes
BlackLine, Inc. (NASDAQ: BL)Chair of the BoardSince Jan 2023Current board leadership
BlackLine, Inc.Co‑Chief Executive OfficerSince Mar 2023Current operating role
BlackLine, Inc.Director2018–presentPublic company directorship

Board Governance

AttributeDetail
Independence statusIndependent director
LNC director since2023 (joined September 2023)
CommitteesAudit (member); Compensation (member)
Audit committee financial expertYes (one of four designated)
Board/committee meeting cadence (2024)Board: 6 meetings; Audit: 8; Compensation: 4
AttendanceEach incumbent director attended ≥75% of Board and applicable committee meetings in 2024
Shareholder engagementCompany engaged holders representing ~38% of shares in Fall 2024; a Board member would join if requested

Fixed Compensation (Director)

ComponentAmount (USD)Notes
Annual retainer (cash)110,000Standard cash retainer for non‑employee directors
Audit Committee member fee10,000Member fee; chair fee is $35,000 (not applicable)
Compensation Committee member fee0Member fee not specified; only chair has $25,000
All other compensation0No other amounts reported for Ryan in 2024
Total fees earned/paid in cash (2024)120,000As reported for Ryan

Performance Compensation (Director)

Equity elementGrant value (USD)InstrumentVesting/Payment
Deferred LNC Stock Units (2024)180,000DSUs (non‑voting, phantom)Paid upon retirement/resignation from Board; dividends reinvested as additional units

Note: Non‑employee director equity is time‑based and delivered as deferred stock units; no performance metrics apply. DSUs and common shares count toward director stock ownership guidelines.

Other Directorships & Interlocks

CompanyRoleInterlock/Related‑party
BlackLine, Inc.Chair; Co‑CEO; DirectorNo LNC “Compensation Committee Interlocks” disclosed for any member (including Ryan). No related‑party transactions involving Ryan disclosed in the proxy.

Expertise & Qualifications

  • Financial/accounting oversight; former CEO of Deloitte Advisory; designated LNC audit committee financial expert .
  • Insurance operating leadership (former AEGIS Insurance CEO) .
  • Technology and finance operations (current Co‑CEO and Chair at BlackLine; prior Geller roles) .
  • Skills flagged by LNC: insurance, finance & capital management, accounting, risk management .

Equity Ownership

Measure (as of Mar 14, 2025)Amount
LNC common shares beneficially owned10,000
LNC stock units (director DSUs)13,177
Total LNC common + units23,177
Ownership as % of class<1%
Director ownership guideline5× cash retainer = $550,000; met by all outside directors as of Dec 31, 2024
Hedging/pledgingProhibited for directors and executives

Governance Assessment

  • Committee roles and financial acumen: Ryan strengthens board oversight as Audit and Compensation member and an SEC “audit committee financial expert,” aligning with investor expectations for rigorous financial reporting oversight in life & annuity insurers .
  • Alignment through equity: 60% of his 2024 director pay was equity ($180k of $300k), consistent with LNC’s aim to align director interests with shareholders; director equity is deferred until board exit, further encouraging long‑term focus .
  • Independence and conflicts: Board deems him independent; proxy discloses no Compensation Committee interlocks and lists no related‑party transactions involving him (related‑party items are limited to BlackRock/Vanguard arrangements and an employee family member of the CEO) .
  • Attendance/engagement: Board met 6 times in 2024; Audit 8; Compensation 4. Each incumbent director attended ≥75% of responsibilities, indicating baseline engagement, and the board maintains an annual shareholder outreach program in which a director can participate if requested .
  • Market signal on board leadership: A shareholder proposal advocating an independent board chair received 46% support in 2023; the board continues with a combined Chair/CEO plus a robust Lead Independent Director role and fully independent key committees. Investors focused on board independence may continue to monitor this area, though the company cites strong governance practices and shareholder feedback supporting flexibility in leadership structure .

Bottom line: Ryan adds credible audit/accounting and insurance expertise to key oversight committees with independent status and strong equity alignment; no related‑party conflicts are disclosed. Governance debate around board chair independence persists at the board level (not specific to Ryan) and remains a watch item for investors focused on board leadership structure .