Louise Mirrer
Moelis &About Louise Mirrer
Louise Mirrer (age 71) joined Moelis & Company’s Board on September 17, 2024 as an independent director, bringing over four decades of leadership in academia and the non-profit sector and more than 20 years as President & CEO of the New-York Historical Society. She holds a double Ph.D. in Spanish and Humanities from Stanford, a graduate diploma from Cambridge, and a B.A. from the University of Pennsylvania . The Board has determined she is independent under NYSE rules and Rule 10A-3 of the Exchange Act .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| New-York Historical Society | President & CEO | Since 2004 | Led a $100 million capital campaign; increased annual visitorship to ~500,000; launched major exhibitions |
| City University of New York | Executive Vice Chancellor for Academic Affairs | Not disclosed | Senior academic leadership |
| University of Minnesota–Twin Cities | Vice Provost for Arts, Sciences, and Engineering | Not disclosed | Academic administration |
| Fordham University; UCLA; University of Minnesota–Twin Cities | Faculty positions | Not disclosed | Authored four books on historical themes |
External Roles
| Organization | Role | Year |
|---|---|---|
| Council on Foreign Relations | Member | 2017 |
| Wolfson College, Cambridge | Honorary Fellow | 2007 |
| Crain’s New York Business Hall of Fame | Inductee | 2018 |
| Officer’s Cross (Spain) | Honoree | 2017 |
| Saint Nicholas Society | Medal of Merit | 2016 |
| Marymount College | Doctor of Letters, Honoris Causa | 2016 |
| Chinatown Partnership | Historic Trailblazer Award | 2013 |
Board Governance
- Committee assignments: Audit (Member), Compensation (Member), Nominating & Corporate Governance (Chair) .
- Independence: Board determined Dr. Mirrer is independent under NYSE standards and Rule 10A-3 .
- Attendance: In 2024 the Board held 6 meetings; Audit 5; Compensation 8; Nominating & Corporate Governance 8. Each director attended at least 75% of meetings; all directors attended the 2024 annual meeting .
- Board leadership: Kenneth L. Shropshire is Lead Independent Director (since 2022) and Audit Committee Chair; Laila Worrell chairs Compensation .
Fixed Compensation
- Structure: Non-employee directors receive $200,000 annually: $100,000 in RSUs (vest on grant, settle after two years) and $100,000 in cash or RSUs (director’s election). Committee Chairs and the Lead Independent Director receive an additional $20,000 ($5,000 RSUs + $15,000 cash/RSUs) annually .
- 2024 Actual (partial year):
| Component | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 39,315 |
| Stock Awards (grant-date fair value) | 85,107 |
| Total | 124,422 |
Notes: Dr. Mirrer joined the Board in September 2024, and was appointed to committees on October 22, 2024; chair fees are structured but not separately itemized for her in FY2024 footnotes .
Performance Compensation
| Grant Type | Grant Date | Shares/Units | Vesting | Settlement/Delivery | Grant-Date Fair Value |
|---|---|---|---|---|---|
| RSUs (Director annual/initial) | Sep 24, 2024 | 1,206 | Vested upon grant | Settled within 60 days following July 1, 2026 | Included in 2024 Stock Awards total ($85,107) |
| Annual Director Program | Ongoing | $100,000 RSUs; $100,000 cash/RSUs | RSUs vest at grant; elected RSUs vest 25% quarterly over one year from July 1 | Annual RSUs settle after two years; elected RSUs settle within 60 days of vesting | Program terms (not person-specific) |
Other Directorships & Interlocks
- Public company boards: None disclosed in MC’s proxy and appointment filings .
- Committee interlocks: Company discloses no executive officer interlocks; no interlock involving Dr. Mirrer is disclosed .
Expertise & Qualifications
- Executive leadership (non-profit CEO), academia, compensation oversight, finance/audit literacy, corporate responsibility, risk management; reflected in Board’s skills matrix .
- Author of four books; extensive honors and memberships; advanced degrees from Stanford and Cambridge; BA from the University of Pennsylvania .
Equity Ownership
| Item | As of | Detail |
|---|---|---|
| Class A Common Stock beneficially owned | Apr 9, 2025 | 0 shares; 0.0% |
| Class B Common Stock beneficially owned | Apr 9, 2025 | 0 shares; 0.0%; combined voting power impact: none |
| RSUs held (director) | Dec 31, 2024 | 1,215 vested RSUs; 0 unvested RSUs reported in director footnotes |
Policies: The Company’s Code of Business Conduct and Ethics applies to directors; insider trading policy governs purchase/sale/disposition of securities. The Company prohibits hedging for covered persons and outlines pledging restrictions (policy cited broadly; detailed prohibitions discussed for NEOs/employees) .
Insider Trades
| Filing | Date of Event | Filed Date | Key Disclosure |
|---|---|---|---|
| Form 3 (Initial Statement of Beneficial Ownership) | Sep 17, 2024 | Sep 23, 2024 | “No securities are beneficially owned.” Filed by attorney-in-fact |
Governance Assessment
- Board effectiveness: Dr. Mirrer adds independent, non-profit/academic leadership and compensation oversight to MC’s Board, serving on Audit and Compensation and chairing Nominating & Corporate Governance; committees are fully independent, supporting robust governance . Attendance thresholds and annual meeting participation were met in 2024 .
- Ownership alignment: As a new director, she had no common stock as of April 9, 2025 but holds vested RSUs scheduled to settle after July 1, 2026, providing near-term alignment through deferred equity; broader Board policy notes multi-year equity holdings by longer-tenured non-employee directors .
- Conflicts and related parties: No related-party transactions involving Dr. Mirrer are disclosed; governance policies include Audit Committee pre-approval of related party transactions .
- Structural risk factors: MC’s dual-class voting structure and Partner Holdings’ rights (controlled by the Chairman/CEO) centralize control over significant transactions and nominations while the company maintains a majority-independent Board; investors should weigh these control features against committee independence and oversight practices .
- Signals: Director compensation is equity-linked with settlement deferral, and committee leadership roles indicate engagement; absence of other public company directorships reduces interlock risk; independence status is clear under NYSE and Rule 10A-3 .