Elizabeth D. Mann
About Elizabeth D. Mann
Elizabeth D. Mann (age 49) is Executive Vice President and Chief Financial Officer of Verisk Analytics and joined Motorola Solutions’ Board on August 26, 2024; she is an independent director and serves on the Audit Committee, with deep credentials in finance, capital allocation, software/services, and technology from prior CFO roles at S&P Global and senior leadership at Goldman Sachs and MIT appointments .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Verisk Analytics, Inc. | Executive Vice President & Chief Financial Officer | Sep 2022 – present | Public company CFO |
| S&P Global Inc. (Mobility) | Chief Financial Officer | Mar 2022 – Aug 2022 | Divisional CFO |
| S&P Global Inc. (Ratings) | Chief Financial Officer | Nov 2020 – Aug 2022 | Divisional CFO |
| S&P Global Inc. | Senior Vice President, Capital Management | Jun 2019 – Nov 2020 | Capital allocation oversight |
| Goldman Sachs | Managing Director, Firmwide Strategy Group; MD, TMT Investment Banking | Prior to 2019 | Strategy and TMT banking leadership |
| Massachusetts Institute of Technology | Moore Instructor & NSF Postdoctoral Fellow | Prior to Goldman Sachs | Academic appointments |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Verisk Analytics, Inc. | EVP & CFO | Sep 2022 – present | Executive finance leadership |
| Other public company boards | None | N/A | N/A |
Board Governance
- Committee assignments: Audit Committee member; Audit met 9 times in 2024 and all members are “audit committee financial experts” (Ms. Mann qualifies) .
- Independence: Board determined Ms. Mann is independent; relationships with entities associated with her were reviewed and did not constitute disqualifying events under NYSE and Company guidelines .
- Director commitment policy: Board annually assesses director commitments; all nominees complied with the policy as of the proxy date .
- Board meeting attendance disclosure is aggregate (not by director); Board held 7 meetings in 2024 .
Fixed Compensation
Structure (effective May 2024):
| Component | Annual Amount |
|---|---|
| Annual cash retainer | $110,000 |
| Lead Independent Director fee | $55,000 |
| Audit Committee Chair fee | $25,000 |
| Compensation Committee Chair fee | $20,000 |
| Governance & Nominating Chair fee | $15,000 |
| Audit Committee member fee | $10,000 |
| Annual equity grant (DSUs) | $245,000 |
Director-specific (2024 actual):
| Item | Amount |
|---|---|
| Fees earned or paid in cash | $50,000 |
| Stock awards (DSUs, grant-date fair value) | $163,487 |
| All other compensation | $65 |
| Total | $213,552 |
Notes:
- For mid-year appointments, equity is prorated at $20,416.67 per month, granted as DSUs .
- Directors may elect settlement timing of DSUs; elections available are described in the proxy .
Performance Compensation
Equity awards (director DSUs):
| Grant | Grant Date | Instrument | Shares/Units | Fair Value | Vesting/Settlement |
|---|---|---|---|---|---|
| 2024 Prorated Director DSU | Aug 26, 2024 | DSUs | 380 | $163,487 | Settles at termination or after one year (per election) |
Program provisions:
- Standard annual DSU grant for non-employee directors was 679 DSUs on May 14, 2024 (not applicable to Ms. Mann due to later appointment); prorated grants apply for late-year appointments .
- DSUs do not carry dividend equivalents unless specified; aggregate DSUs outstanding include accrued equivalents where applicable .
Other Directorships & Interlocks
| Company | Role | Interlock/Notes |
|---|---|---|
| Verisk Analytics, Inc. | EVP & CFO | No MSI-reported related person transactions involving Ms. Mann; independence review noted payments with entities associated with certain directors (including Ms. Mann) were below thresholds or non-disqualifying |
Expertise & Qualifications
- Public company CFO (Verisk); financial/accounting expertise; software & services; global business; capital allocation; technology experience (including TMT banking) .
- Audit Committee financial expertise (committee comprises only financial experts) .
Equity Ownership
| Holder | Common Shares Beneficially Owned | DSUs | Ownership % of Outstanding |
|---|---|---|---|
| Elizabeth D. Mann | 0 | 382 (as of Mar 11, 2025) | <1% |
Additional details:
- DSUs outstanding at 12/31/2024: 381 (includes accrued dividend equivalents) .
- Director stock ownership guidelines: minimum 5× annual cash retainer ($550,000) within five years of joining; if below guideline, must hold 100% of shares from DSU vesting until compliant; all non-employee directors either met or were within their five-year achievement period as of 12/31/2024 .
Governance Assessment
- Positive signals:
- Independent director with public company CFO experience and capital allocation expertise; Audit Committee financial expert; on the Audit Committee overseeing financial reporting, cybersecurity/AI risk within ERM, and auditor independence .
- No related person transactions involving Ms. Mann; independence review identified payments with associated entities but below thresholds or non-disqualifying .
- Strong alignment policies: anti-hedging/anti-pledging and insider trading prohibitions apply to directors; robust director ownership guidelines .
- Watchpoints/RED FLAGS:
- Initial equity ownership is modest (DSUs only; 0 common shares). While within the five-year build period, investors may monitor pace toward the 5× retainer guideline to ensure alignment .
- External executive role (CFO of Verisk) raises typical time-commitment considerations; Board states all nominees comply with director commitment policy; continue monitoring for any future commercial relationships with Verisk that could require independence review .
Summary: Mann brings high-caliber financial, technology, and capital markets expertise to MSI’s Audit Committee with clean independence and standard director pay/ownership structures. No explicit conflicts or attendance issues are disclosed; alignment mechanisms (DSUs, ownership guidelines, anti-hedging/pledging) are in place. Continued tracking of ownership accumulation and any Verisk-related interactions is prudent .