Linda T. Hollembaek
MANHATTAN ASSOCIATESAbout Linda T. Hollembaek
Linda T. Hollembaek (age 67) is an independent director of Manhattan Associates, serving on the board since 2018. A retired senior executive from Lexmark, she brings deep supply chain operations, international, and transformation experience. She currently serves as a Class I director with a term expiring at the 2026 annual meeting and is a member of the Nomination & Governance Committee . The Board has determined she is independent under NASDAQ rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lexmark International, Inc. | Senior Vice President, Integration Management Officer (Retired) | 2016–2017 | Led post-transaction integration and transformation initiatives |
| Lexmark International, Inc. | Vice President, Global Supply Chain Operations; Vice President, GM of Worldwide Services Operations | 1999–2016 | Global supply chain leadership; services operations scale and efficiency |
| Danka Services International | Vice President, Sales & Operations, North America | 1996–1999 | Regional leadership across sales and ops |
| Eastman Kodak Company | Various management roles; last role Vice President, Sales & Operations, North America | 1980–1996 | Large-scale commercial operations leadership |
External Roles
| Organization | Role | Public/Private | Tenure | Notes |
|---|---|---|---|---|
| — | — | — | — | No other public company boards disclosed |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Independent director (NASDAQ criteria) |
| Board Class/Term | Class I; term expires 2026 (reclassified to Class I Feb 12, 2025) |
| Committees | Nomination & Governance Committee (member) |
| Committee Chairs | None (N&G Chair: Deepak Raghavan) |
| 2024 Board Meetings | 5 (Full Board) |
| Committee Meetings 2024 | Audit 4; Compensation 5; Nomination & Governance 6 |
| Attendance 2024 | All directors attended 100% of Board and committee meetings on which they served |
| Executive Sessions | Independent directors meet regularly without management |
Fixed Compensation (Director)
| Component | Amount | Source |
|---|---|---|
| Annual Board retainer (non-chair) | $60,000 | |
| Nomination & Governance Committee member fee | $5,000 | |
| Committee chair fees | $0 (not a chair) | |
| Meeting fees | None disclosed | |
| Cash fees paid (2024) | $65,000 | |
| Annual equity award (RSUs) – grant date 5/11/2024 | $260,000 | |
| RSU count (grant priced at $225.35) | 1,154 | |
| Vesting | Earlier of one year from grant or next annual meeting, subject to continued service | |
| Total 2024 director compensation | $325,054 |
- Compensation mix (2024): approx. 20% cash ($65,000) vs 80% equity ($260,054) based on reported totals .
Performance Compensation
| Element | Details |
|---|---|
| Performance-based director pay | None; non-employee director equity consists of service-based RSUs with time-based vesting |
The company’s performance metrics (Target Revenue, New Cloud Bookings, AOI) apply to NEO incentive plans, not to director compensation .
Other Directorships & Interlocks
| Type | Detail |
|---|---|
| Current public company boards | None |
| Compensation committee interlocks | Company discloses none for 2024 |
| Related-party transactions | None requiring disclosure since Jan 1, 2024 |
Expertise & Qualifications
- Supply chain management; international operations including Asia-Pacific; corporate transformation; senior leadership experience .
- Board qualification highlights: business operations, international markets, corporate transformation, leadership (former senior executive), supply chain management .
Equity Ownership
| Measure | Value |
|---|---|
| Beneficially owned shares | 11,447 |
| % of shares outstanding | ~0.0189% (11,447 / 60,684,512) |
| Unvested RSUs outstanding (12/31/2024) | 1,154 |
| Ownership guidelines | Non-employee directors must own ≥5x annual cash retainer within 5 years; as of the record date, all non-executive directors met guidelines |
| Hedging/pledging | Company prohibits hedging and significant pledging under policy |
Governance Assessment
- Alignment and independence: Independent director since 2018 with 100% attendance in 2024; member of Nominating & Governance—aligns with her transformation and global ops background .
- Ownership alignment: Meets enhanced stock ownership guidelines (≥5x retainer) and holds 11,447 shares, plus standard annual RSU grant; hedging and significant pledging prohibited—reduces misalignment risk .
- Compensation structure: Simple, market-standard director pay tilted to equity (service-based RSUs) with modest cash retainers; no performance metrics or meeting fees; peer benchmarking reviewed by independent consultant in Nov 2024—supports independence and avoids pay risk inflation .
- Conflicts/related parties: No related-party transactions disclosed; no interlocks; no other public boards—low interlock/conflict risk .
- Board effectiveness context: Board and all committees independent (except CEO/Executive Vice-Chairman); Lead Independent Director policy adopted in 2025 enhances oversight with an executive chair; robust governance practices include majority vote resignation, proxy access, clawback, and prohibition on hedging/pledging—supportive of investor confidence .
RED FLAGS
- None identified in proxy disclosures specific to Ms. Hollembaek (no related-party exposure, no attendance issues, no pledging disclosed) .
Notes
- 2024 Say-on-Pay received ~93% support, indicating broad shareholder approval of compensation practices (context for overall governance quality) .
- Clawback policy compliant with SEC/NASDAQ adopted in 2023 (applies to executives; strengthens governance environment) .