Iris Knobloch
About Iris Knobloch
Independent director of Vail Resorts (MTN), age 62, serving since February 2024; currently a member of the Compensation Committee. She is President of the Cannes Film Festival (since July 2022) and previously spent 25 years at WarnerMedia in senior leadership roles across France, Germany, Benelux, Austria, and Switzerland. She holds a JD from Ludwig‑Maximilians‑Universitaet and an LLM from New York University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| WarnerMedia (and predecessors) | Senior executive; most recently President for France, Germany, Benelux, Austria, Switzerland | 1996–2021 | Led multi‑country media operations and strategy |
| Norr, Stiefenhofer & Lutz; O’Melveny & Myers | Attorney (Munich; New York; Los Angeles) | 1992–1996 | Cross‑border legal experience |
External Roles
| Organization | Role | Start/End | Notes |
|---|---|---|---|
| Cannes Film Festival | President | Jul 2022–present | First female president; global leadership |
| Accor SA | Vice Chairman and Lead Independent Director | Apr 2013–present | Multinational hospitality oversight |
| Deezer SA | Chairwoman of the Board | Jul 2022–present | Global streaming platform |
| Lazard, Inc. | Director | Apr 2018–present | Financial advisory/asset management |
| LVMH Moët Hennessy Louis Vuitton SE | Director | Apr 2019–Jul 2021 | Luxury goods conglomerate |
| Central European Media Enterprises Ltd. | Director | Apr 2014–Jun 2018 | Media in Central Europe |
| Axel Springer SE | Supervisory Board member | Apr 2018–Dec 2019 | German media company |
Board Governance
- Independence: Board has affirmatively determined all nominees except the CEO are independent; Knobloch is independent .
- Committee assignments: Compensation Committee member (Chair: Nadia Rawlinson); not on Audit, Nominating & Governance, or Executive Committees .
- Attendance: Board held 8 meetings in fiscal 2025; each then‑serving director attended at least 75% of Board and committee meetings on which they served .
- Lead Independent Director: D. Bruce Sewell; executive sessions of independent directors held after quarterly Board meetings .
- Policies: Majority voting/resignation policy; anti‑hedging/anti‑pledging; clawback; stock ownership guidelines for non‑employee directors; overboarding policy limiting number of public boards .
- Shareholder engagement: Company engaged shareholders representing over 80% of outstanding shares in fiscal 2025 .
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual Board retainer (cash) | $85,000 | No meeting fees |
| Compensation Committee member fee (cash) | $12,500 | Member, not chair |
| Total cash fees (FY2025) | $97,500 | Paid quarterly, no per‑meeting fees |
| Perquisite Fund Program | $40,000 allowance (policy) | Lodging, ski school, discretionary spend; unused funds forfeited annually |
| Charitable vacation package | Up to $4,000 retail value (policy) | Annual designation; company receives credit/marketing presence |
| All other compensation reported | $0 (not above $10k threshold) | SEC threshold reporting; not disclosed for Knobloch in FY2025 |
Performance Compensation
| Award Type | Grant Date | Shares/Units | Grant‑Date Fair Value | Vesting |
|---|---|---|---|---|
| RSUs (annual director grant) | Sep 27, 2024 | 1,281 RSUs | $220,316 | Vest on first anniversary of grant date |
Director equity program: Annual RSU grant determined by Compensation Committee; no changes to non‑employee director program for FY2025 . No performance‑conditioned equity disclosed for directors; vesting is time‑based .
Other Directorships & Interlocks
- Current public company boards: Accor SA (Vice Chair/Lead Independent Director), Deezer SA (Chairwoman), Lazard, Inc. (Director) .
- Prior public boards: LVMH, Central European Media Enterprises, Axel Springer .
- Interlocks/related parties: Company reports no related party transactions during fiscal 2025 and through the proxy date . No disclosed board interlocks among current MTN directors involving Knobloch .
Expertise & Qualifications
- Global leadership across media/entertainment and hospitality; senior executive roles in multiple European markets .
- Legal training and cross‑border governance expertise (JD, LLM) .
- Strategic experience in entertainment/leisure industry (I2PO SPAC; Deezer; Accor) .
Equity Ownership
| Holder | Common Shares Beneficially Owned | % of Class | As‑of Date |
|---|---|---|---|
| Iris Knobloch | 1,907 | <1.0% | Oct 14, 2025 (record date) |
| Detail | Status | Notes |
|---|---|---|
| Unvested RSUs (as of Jul 31, 2025) | 1,281 RSUs | Annual RSU grant outstanding at FY2025 year‑end; vests 1 year from grant |
| Hedging/Pledging | Prohibited by policy | Insider Trading Compliance Program bans hedging/pledging |
| Director ownership guidelines | Greater of 5x annual cash retainer or $425,000; due within 5 years of appointment | Directors restricted from selling until guidelines met (limited exceptions) |
| Initial Form 3 | No securities beneficially owned (filed Feb 6, 2024) | Joined Board Feb 2, 2024 |
Governance Assessment
- Strengths: Independent status; service on Compensation Committee; robust governance policies (majority voting, stock ownership, anti‑hedging/clawback); structured director equity with time‑based vesting; no related party transactions in FY2025; strong investor support evidenced by say‑on‑pay (~98% approval in 2024) and director election outcomes .
- Investor confidence signals: At the Dec 5, 2024 Annual Meeting, Knobloch received 31,487,208 votes for, 1,526,712 against, 499,664 abstentions; say‑on‑pay received 32,916,634 votes for, 565,177 against, 31,773 abstentions .
- Potential risk indicators: Multiple external public company directorships plus Cannes presidency could raise overboarding/time‑commitment scrutiny; the Company maintains an overboarding policy to mitigate this risk (specific limits not disclosed in proxy) . Director perquisites exist ($40k allowance), though none disclosed above SEC threshold for Knobloch in FY2025 . No conflicts or related party transactions disclosed; independence affirmed .
RED FLAGS: None disclosed for related‑party transactions, pledging/hedging, or low attendance; monitor overboarding/time‑commitment given multiple external roles and ensure continued compliance with MTN’s overboarding policy .