Beatriz V. Infante
About Beatriz V. Infante
Beatriz V. Infante, age 70, has served on Liquidity Services’ board since May 2014; she is the Lead Independent Director (since Feb 1, 2023), Chair of the Compensation Committee, and a member of the Audit Committee . She holds a B.S.E. in Electrical Engineering & Computer Science from Princeton and an M.S. in Engineering Science from Caltech, and is a long-standing NACD Board Leadership Fellow, reflecting deep governance credentials . Her current Class III term runs through 2027; she was last elected in 2024 (Votes For: 97%) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BusinessExcelleration | Chief Executive Officer | Since 2009 | Corporate transformation and renewal leadership |
| Aspect Communications Corporation | CEO & President; additionally Chairman (from Feb 2001) | Apr 2000 – Oct 2003 | Led a market leader in communications solutions |
| VoiceObjects, Inc. | CEO & Director | Mar 2006 – Dec 2008 | Operated voice application platforms; exited via acquisition |
| ENXSuite Corporation | CEO & Director | May 2010 – Oct 2011 | Energy management software; exited via acquisition |
| Sychron, Inc. | Director; Interim CEO | Dec 2004 – Jun 2005 | Led to sale to investor group |
External Roles
| Company | Role | Tenure | Committees/Positions |
|---|---|---|---|
| Ribbon Communications | Director | Since Oct 2017 | Chair of Compensation; Member of Audit and Technology Committees |
| PriceSmart Inc. | Director | Since Jan 2018 | Chair of Digital Transformation Committee; Member of Audit; prior Compensation Chair (2019–Jul 2022) |
| Sonus Networks | Director | Jan 2010 – Oct 2017 | Compensation Committee member |
| Emulex | Director | May 2012 – May 2015 | Chair of Nominating & Governance; Compensation Committee member |
| Ultratech, Inc. | Director | Jul 2016 – May 2017 | Nominating & Corporate Governance Committee member |
Board Governance
- Independence: Determined independent under Nasdaq standards; currently serves as Lead Independent Director .
- Committees: Chair, Compensation Committee; Member, Audit Committee; Leadership role includes setting agendas for and leading executive sessions, serving as liaison to independent directors, and leading CEO performance assessment .
- Meetings & Attendance: Board met six times in fiscal 2024; each director attended ≥75% of Board and committee meetings; Audit (4 meetings), Compensation (6 meetings), Governance (4 meetings) .
- Board structure: Combined Chairman/CEO mitigated by robust Lead Independent Director responsibilities (Infante) .
- Say-on-Pay signal: 2025 advisory vote passed (For: 24,002,713; Against: 609,069; Abstain: 6,117; Broker Non-Votes: 2,850,586) ; 2024 support ~98% of votes cast .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Retainer Fees (Cash) | $74,500 | $90,000 |
| Stock Awards (Fair Value) | $100,000 | $165,000 |
| RSUs Granted (#) | 6,627 | 9,306 |
| Total ($) | $174,500 | $255,000 |
- Structural changes: In 2024, non-employee director equity moved to 100% RSUs (no options), with annual equity target increased to $165,000; cash retainer remained $45,000, while leadership/committee retainers were increased (Lead Director $20,000 from $7,500; Compensation Chair $15,000 from $12,000; effective Apr 1, 2024) .
Performance Compensation
- Director equity is time-based RSUs (one-year vest) for 2024; no director performance metrics apply to equity .
- Compensation Committee (chaired by Infante) uses defined corporate metrics for executive incentive programs; fiscal 2024 AIP targets emphasized pay-for-performance.
| Fiscal 2024 AIP Metric | Threshold | Target | Maximum |
|---|---|---|---|
| Consolidated Direct Profit ($) | $176.2M | $191.6M | $203.0M |
| Consolidated AEBITDA ($) | $46.2M | $51.6M | $56.3M |
| Fiscal 2024 AIP Outcomes | Payout Factor vs Target |
|---|---|
| Consolidated Direct Profit | 80% |
| Consolidated AEBITDA | 68% |
| Resulting NEO bonus payout as % of target | 74% |
- Committee practices: Independent consultant Aon engaged annually; clawback policy amended effective Oct 1, 2023 to comply with SEC and Nasdaq listing standards .
Other Directorships & Interlocks
- Public boards: Ribbon Communications and PriceSmart (roles detailed above) .
- Potential interlocks/conflicts: Company disclosed no related party transactions since the beginning of fiscal 2024; Audit Committee approves any future related party transactions .
- 2024 disclosure also reported no related party transactions in fiscal 2023 .
Expertise & Qualifications
- Technical credentials: Princeton B.S.E. (EECS); Caltech M.S. (Engineering Science) .
- Operating leadership: Multiple CEO roles across enterprise software and communications; M&A/transformational experience .
- Boardroom excellence: NACD Board Leadership Fellow; active roles across Compensation, Audit, Technology, and Digital Transformation committees at public companies .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial Ownership (shares) | 87,990 |
| Ownership % of Outstanding | <1% (proxy notation “* less than 1%”) |
| Unvested RSUs held (as of 9/30/2024) | 9,306 |
| Options (exercisable within 60 days of Record Date) | None |
| Hedging/Pledging | Directors prohibited from hedging; stock ownership guideline requires 5× annual cash retainer; each director satisfied or on track |
Governance Assessment
-
Strengths
- Lead Independent Director with clearly articulated responsibilities that enhance board oversight under a combined Chair/CEO model .
- Independent, chairs Compensation Committee; serves on Audit—elevated independence requirements met .
- Defined incentive metrics and below-target payouts in FY24 demonstrate pay-for-performance discipline; strong say-on-pay support in 2024 and 2025 reinforces investor confidence .
- Robust anti-hedging policy and director ownership guidelines (5× cash retainer) support alignment; clawback policy updated to current SEC/Nasdaq standards .
-
Watch items
- 2024 increases to leadership and committee retainers and shift to 100% RSUs for directors raise total board pay; equity-only RSU mix reduces option-based leverage to share price movement versus prior years; rationale cited as market alignment .
- No related-party transactions disclosed; maintain vigilance given Infante’s multiple external board roles (Ribbon, PriceSmart), though no conflicts are identified in the proxy .
RED FLAGS: None explicitly disclosed for Infante—no related-party transactions, hedging, pledging, or attendance shortfalls noted; board pay increases warrant monitoring for pay inflation relative to performance .