Peggy Alford
About Peggy Alford
Independent director of Meta Platforms since 2019; age 53. Former Executive Vice President, Global Sales at PayPal, with prior senior finance and operations roles at Chan Zuckerberg Initiative, Rent.com (eBay Inc.), and eBay. Holds a B.S. in accounting and business administration from the University of Dayton. Currently chairs Meta’s Compensation, Nominating & Governance (CNG) Committee and serves on the Audit & Risk Oversight Committee and the Privacy & Product Compliance Committee; classified by Meta as independent .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PayPal Holdings, Inc. | EVP, Global Sales; SVP, Core Markets; Various roles | 2011–2017; 2019–2024 | Global sales leadership; finance/operations oversight |
| Chan Zuckerberg Initiative | CFO & Head of Operations | 2017–2019 | Financial and operational stewardship |
| Rent.com (an eBay Inc. company) | President & GM; CFO | 2005–2011 | P&L leadership; finance |
| eBay Inc. | Marketplace Controller; Director of Accounting Policy | 2002–2005 | Accounting policy; controls |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The Macerich Company | Director (former) | Not disclosed (within past five years) | Only public board disclosed; no current public boards |
Board Governance
- Committee assignments: Chair, Compensation, Nominating & Governance; Member, Audit & Risk Oversight; Member, Privacy & Product Compliance .
- Committee activity (2024): Audit & Risk Oversight met 15 times; CNG met 8 times; Privacy & Product Compliance met 4 times .
- Board activity (2024): Board held 12 meetings; all incumbent directors attended ≥75% of board and committee meetings .
- Independence: Board determined Alford is independent. Board reviewed ordinary-course business with PayPal (advertising purchases; payments processing) and concluded these relationships do not impair the independent judgment of directors, including Alford .
- Oversight scope: As CNG Chair, Alford leads exec pay, equity plans, director comp, nominations, governance guidelines, board/committee self-evaluations, and succession planning; CNG also has sole authority to recommend nominees and appointments to Privacy & Product Compliance .
Fixed Compensation
| Component (2024) | Amount (USD) | Details |
|---|---|---|
| Fees earned or paid in cash | $207,000 | Includes board/committee retainers and excess meeting fees per policy |
| All other compensation | $1,815,089 | Includes ~$833,126 personal security and ~$981,963 tax gross-up for taxable security services |
| Total fixed (cash + other) | $2,022,089 | Sum of cash + other |
| Policy benchmarks (for context) | — | Board retainer $50,000; Audit Chair $50,000; Audit member $20,000; CNG Chair $25,000; CNG member $10,000; Privacy Chair $50,000; Privacy member $20,000; Excess meeting fee $4,000 beyond 4 meetings |
Note: Meta’s Director Compensation Policy may provide personal security services and related tax gross-ups to non-employee directors, treated as non-compensatory for policy limits .
Performance Compensation
| Equity Award (2024) | Grant Value | Shares/Units | Vesting | Fair Value (ASC 718) |
|---|---|---|---|---|
| Annual RSU grant | $375,000 initial equity value | 802 RSUs | Fully vests on May 15, 2025 (or next annual meeting date if not re-elected), subject to service | $406,317 |
| Performance Metrics Tied to Director Equity | Status |
|---|---|
| TSR/financial/ESG metrics | None; director RSUs are time-based service vesting only |
Other Directorships & Interlocks
| Company | Relationship to Meta | Potential Interlock/Transaction | Board Conclusion |
|---|---|---|---|
| PayPal (former employer) | Meta purchases ads; Meta pays for payment processing in ordinary course | Commercial relationships reviewed for independence | Determined not to impair director independence, including Alford |
Expertise & Qualifications
- Financial and operational leadership across technology and commerce; deep experience in global sales, finance, compliance, and product development .
- Governance credentials: Chairs CNG Committee overseeing exec pay, nominations, governance, recoupment policy, and board assessments .
- Education: B.S. in accounting and business administration, University of Dayton .
Equity Ownership
| Item (as of April 1, 2025) | Amount | Notes |
|---|---|---|
| Class A shares beneficially owned | 5,324 | 4,522 held jointly in Alford Family Revocable Trust + 802 RSUs releasable within 60 days |
| Ownership % of Class A | <1% (*) | Based on 2,181,270,402 Class A shares outstanding |
| Pledging/Hedging | None disclosed for Alford | Meta prohibits hedging/short sales; pledging only with CNG approval |
| Stock ownership guidelines | Lesser of 4,570 shares or $750,000 by later of May 2025 or 5 years; prior directors may have 3,050 shares/$500,000 threshold | |
| Compliance status | All executive officers and non-employee directors met or were within permitted time to attain ownership as of Dec 31, 2024 |
(*) Less than 1%.
Governance Assessment
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Strengths
- Independent director with multi-committee engagement; chairing CNG centralizes responsibility for executive compensation, nominations, and governance processes—indicative of board trust and influence over governance quality .
- Board and committee activity levels are high; attendance thresholds met; executive sessions conducted regularly, supporting independent oversight .
- Independence assessment explicitly considered ordinary-course ties with PayPal; board deemed no impairment to independent judgment .
- Stock ownership guidelines in place; directors either met thresholds or remain within compliance window, reinforcing alignment .
-
Risks and potential red flags
- Significant personal security spending and tax gross-up ($1.815M in 2024) for Alford specifically may be viewed as shareholder-unfriendly despite Meta’s elevated threat environment; monitor durability and justification of these amounts over time .
- Controlled company status under Nasdaq due to CEO voting control; while committees are independent, investors may scrutinize independence efficacy; continued reliance on strong Lead Independent Director oversight is critical .
- No performance-linked director equity; awards are time-based RSUs—common practice but offers limited pay-for-performance sensitivity at the director level .
-
Shareholder feedback context
- Say-on-pay support at 2022 annual meeting exceeded 85%, indicating historical investor acceptance of compensation practices; still, ongoing monitoring is warranted as practices evolve .
Overall: Alford’s leadership as CNG Chair and service across audit and privacy committees supports board effectiveness. Independence has been formally assessed amid ordinary-course transactions; no related-party transactions disclosed involving Alford. The magnitude of personal security and related tax gross-ups is the primary optics risk; otherwise alignment mechanisms (ownership guidelines, committee structure, attendance) remain supportive of investor confidence .