Edmond I. Eger III
MANHATTAN ASSOCIATESAbout Edmond I. Eger III
Edmond I. Eger III, age 64, is an independent Class II director at Manhattan Associates, serving since October 2015 with his current term expiring in 2027. He is CEO of Rewards Network Establishment Services, Inc. (since September 2017) and brings deep payments and international business expertise; on MANH’s board he serves on the Audit Committee and is designated independent under NASDAQ rules. Attendance and engagement are strong, with all directors (including Eger) attending 100% of Board and relevant Committee meetings in 2024.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Rewards Network Establishment Services, Inc. | Chief Executive Officer and Director | Sep 2017–present | Leads financial/marketing services for restaurants; CEO experience enhances audit oversight at MANH |
| OANDA Corporation | President & Chief Executive Officer | Dec 2013–Jan 2017 | Led online FX and OTC trading; risk management and regulatory familiarity |
| PayPal, Inc. | SVP & General Manager, Americas; Advisor to eBay CEO | 2009–2013 | Scaled payments operations across Americas |
| Citigroup | Various roles; CEO International Cards Business | 1999–2009 | Global consumer finance; brand, risk, and international operations |
| Advanta; Standard Chartered Bank; Wells Fargo; McKinsey & Company | Management roles (various) | Pre-1999 | Strategy and financial services experience |
| Digital River, Inc. (NASDAQ, sold to Siris Capital) | Director | Sep 2013–Feb 2015 | E-commerce/payments board experience |
External Roles
| Organization | Role | Tenure | Public Company (Y/N) |
|---|---|---|---|
| Rewards Network Establishment Services, Inc. | CEO & Director | Sep 2017–present | N |
| Digital River, Inc. | Director | Sep 2013–Feb 2015 | Y (NASDAQ at the time) |
| Other current public company boards | None | — | — |
Board Governance
- Independence: Independent director; Audit Committee member; Audit Committee meets NASDAQ and SEC independence/financial literacy standards.
- Attendance: 100% Board/Committee attendance by all directors in 2024; Board met 5 times; Audit Committee met 4 times.
- Committee Assignments: Audit Committee (member); not a chair.
- Years of Service: Director since Oct 2015; term expires 2027; Class II.
- Board structure: Fully independent committees; majority vote resignation policy; proxy access; lead independent director policy adopted in March 2025.
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual Board Cash Retainer | $60,000 | Non-chairman Board cash component |
| Audit Committee Member Fee | $10,000 | Non-chair (member) cash component |
| Total Cash Fees (2024) | $70,000 | As disclosed for Eger |
| Annual Director RSU Grant (Grant-Date Fair Value) | $260,054 | Granted May 11, 2024; valued at close $225.35/share |
| RSUs Granted (shares) | 1,154 | $260,000 ÷ $225.35 = 1,154 RSUs |
| Vesting | Service-based; vests on earlier of 1-year anniversary or next Annual Meeting if continuous service; settled 1 share per RSU |
Performance Compensation
- Not applicable for directors. Manhattan’s non-employee director equity awards are service-based RSUs without performance metrics; there are no bonus performance measures for director compensation.
Other Directorships & Interlocks
| Company | Role | Current/Prior | Interlock/Conflict Note |
|---|---|---|---|
| None (current public boards) | — | Current | No interlocks reported |
| Digital River, Inc. | Director | Prior (2013–2015) | Prior NASDAQ issuer; no current interlock with MANH |
- Compensation Committee interlocks: Company reports no interlocking relationships requiring disclosure.
Expertise & Qualifications
- Payments and consumer transactions sector leadership; CEO experience across private fintech and public e-commerce, with deep international operations and risk management.
- Audit Committee suitability: Familiarity with audit/finance at public companies; serves on MANH Audit Committee.
- Corporate governance and branding experience; brings financial services perspective to supply chain software oversight.
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Common Shares Beneficially Owned | 9,710 shares | As of Feb 28, 2025 |
| Ownership % of Outstanding | <1% | Company had 60,684,512 shares outstanding (Feb 28, 2025) |
| Unvested RSUs Outstanding (Director grant) | 1,154 shares | Excluded from beneficial ownership count |
| Pledged Shares | None disclosed; hedging and significant pledging prohibited by policy | |
| Director Ownership Guideline | ≥5x annual cash retainer; 5-year compliance window | |
| Compliance Status | Each non-executive director met guidelines as of Record Date |
Governance Assessment
- Strengths: Independent status; Audit Committee membership; 100% attendance; no related-party transactions; director ownership guidelines met; hedging/pledging prohibited—supports alignment and board effectiveness.
- Compensation mix: Predominantly equity via service-based RSUs plus modest cash retainers and committee fees; total 2024 compensation $330,054 (cash $70,000 + equity $260,054), aligning with shareholder interests through equity exposure.
- Conflicts/Red Flags: No Item 404 related-party transactions; no compensation committee interlocks disclosed; no disclosed legal proceedings. Eger’s CEO role at Rewards Network presents potential ecosystem adjacency (restaurants/payments), but no MANH-related transactions disclosed.
- Overall signal: Board independence and attendance, transparent director pay structure, and ownership compliance support investor confidence. Lead Independent Director policy and majority vote resignation framework further reinforce governance quality.