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Teresa L. White

Director at LANDSTAR SYSTEMLANDSTAR SYSTEM
Board

About Teresa L. White

Teresa L. White (age 58) is an independent director of Landstar System, Inc. and has served on the Board since March 2022; she previously served as President of Aflac U.S. from October 2014 to March 2023 after a series of senior operating roles at Aflac spanning administration, services, operations and COO responsibilities, and she currently serves on the board of Synovus Financial Corporation (NYSE) . She is deemed independent under NASDAQ rules, attended at least 75% of Board and relevant committee meetings in FY2024, and attended the 2024 annual meeting, signaling strong engagement .

Past Roles

OrganizationRoleTenureCommittees/Impact
Aflac U.S.PresidentOct 2014 – Mar 2023Oversaw U.S. business including ~5,000 employees and extensive agent/broker distribution; broad remit across marketing, sales, IT, communications, operations, and U.S. financial management .
AflacChief Operating OfficerJul 2013 – Sep 2014Senior operating leadership across enterprise functions .
AflacEVP & Chief Services OfficerOct 2012 – Jul 2013Services leadership .
AflacEVP & Chief Administrative OfficerMar 2008 – Oct 2012Administrative leadership .

External Roles

OrganizationRoleTenureCommittees/Impact
Synovus Financial Corporation (NYSE)DirectorCurrentPublic company directorship; specific committee roles not disclosed in LSTR proxy .
Georgia Chamber Board of GovernorsBoard/Non-profitPrior serviceIndustry/community leadership .
NeighborWorks ColumbusBoard/Non-profitPrior serviceCommunity impact .
America’s Health Insurance Plans (AHIP)Board/Professional orgPrior serviceIndustry policy/advocacy .

Board Governance

  • Independence: Classified as an “independent director” under NASDAQ Rule 5605(a)(2) and Item 407(a) of Regulation S-K; participates in regular executive sessions of independent directors (six sessions in FY2024) .
  • Attendance: Board met nine times in FY2024; each current director, including White, attended ≥75% of Board and applicable committee meetings; all directors attended the 2024 annual meeting .
  • Committee assignments (member roles unless noted):
    • Audit Committee (Chair: Anthony J. Orlando) – member .
    • Compensation Committee (Chair: David G. Bannister) – member .
    • Nominating & ESG Committee (Chair: Diana M. Murphy) – member .
    • Safety & Risk Committee (Chair: Homaira Akbari) – member .
    • Strategic Planning Committee (Chair: George P. Scanlon) – member .
  • Board leadership and structure: Non-executive Chair model (Chair: Diana M. Murphy); all key committees (Audit, Compensation, Nominating & ESG) composed solely of independent directors; declassified board beginning with 2025 annual meeting (annual elections) .

Fixed Compensation

Component (FY2024)Amount
Annual cash retainer$100,000 .
Equity retainer (restricted shares; 830 shares on May 8, 2024 at $180.70 FMV)$149,981 .
Dividends on unvested restricted stock$2,580 .
Total$252,561 .
  • Director equity plan/vesting: Equity grant equal to $150,000 divided by share FMV, issued as restricted stock on first business day after the annual meeting; vests at the next annual meeting; unvested shares generally forfeit upon early departure before the next annual meeting .
  • No meeting fees or committee chair fees for FY2024 (only non-exec Chair receives an additional $50,000) .

Performance Compensation

Performance-linked elementMetricsNotes
None (Director equity is time-based RS)N/AAnnual director equity is time-vested restricted stock that vests at the next annual meeting; no performance metrics apply .

Other Directorships & Interlocks

ItemDetail
Current public company board(s)Synovus Financial Corporation (NYSE) – Director .
Compensation committee interlocksNone: Company discloses no interlocks/insider participation; all Compensation Committee members are independent and none are or have been employees .

Expertise & Qualifications

  • Public company executive experience (operational and strategic leadership) .
  • Financial/accounting experience supporting oversight of financial reporting and controls .
  • Industry/operational experience relevant to logistics network operations and distribution models .
  • Public policy and regulation perspective from insurance/financial services background .
  • Information technology and cybersecurity familiarity .
  • Communications and brand management, sales and marketing leadership .
  • Risk management and insurance expertise .

Equity Ownership

Ownership detail (as of dates noted)Amount
Total beneficial ownership (Mar 21, 2025)2,790 shares; <1% of outstanding .
Unvested restricted shares outstanding (Dec 28, 2024)830 shares (from May 8, 2024 grant) .
Stock ownership guidelinesDirectors recommended to own ≥5× annual cash fee within five years of initial election .
Compliance windowWhite joined Board in March 2022; within five-year guideline period .
Hedging/pledging policyHedging and pledging of Company stock by directors prohibited .

Governance Assessment

  • Positives:
    • Fully independent director with broad committee exposure (member of Audit, Compensation, Nominating & ESG, Safety & Risk, Strategic Planning), indicating high engagement and influence across oversight areas .
    • Strong attendance and participation metrics for FY2024 and annual meeting attendance; independent executive sessions held regularly, supporting effective oversight .
    • Clear director ownership expectations (5× cash retainer within five years) and prohibition on hedging/pledging, aligning directors with shareholders and reducing misalignment risk .
    • Board structure/refresh: non-executive Chair; all key committees independent; declassification to annual elections beginning 2025 enhances accountability .
    • Shareholder support for pay practices remained high (say-on-pay ~96% approval at 2024 annual meeting), a positive signal for governance credibility with investors .
  • Watch items (not red flags):
    • Director equity is purely time-based (no performance conditions), which is standard for directors but offers limited performance alignment versus PSU structures; mitigated by ownership guidelines and annual elections .
    • External public company directorship (Synovus) adds breadth but should be monitored for any potential business intersections; no interlocks disclosed and no related-party transactions identified in proxy sections cited .

No red flags identified regarding independence, attendance, interlocks, or pledging/hedging based on the 2025 proxy disclosures .