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Iris Knobloch

Director at VAIL RESORTSVAIL RESORTS
Board

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

OrganizationRoleTenureCommittees/Impact
WarnerMedia (and predecessors)Senior executive; most recently President for France, Germany, Benelux, Austria, Switzerland1996–2021 Led multi‑country media operations and strategy
Norr, Stiefenhofer & Lutz; O’Melveny & MyersAttorney (Munich; New York; Los Angeles)1992–1996 Cross‑border legal experience

External Roles

OrganizationRoleStart/EndNotes
Cannes Film FestivalPresidentJul 2022–present First female president; global leadership
Accor SAVice Chairman and Lead Independent DirectorApr 2013–present Multinational hospitality oversight
Deezer SAChairwoman of the BoardJul 2022–present Global streaming platform
Lazard, Inc.DirectorApr 2018–present Financial advisory/asset management
LVMH Moët Hennessy Louis Vuitton SEDirectorApr 2019–Jul 2021 Luxury goods conglomerate
Central European Media Enterprises Ltd.DirectorApr 2014–Jun 2018 Media in Central Europe
Axel Springer SESupervisory Board memberApr 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

ComponentAmount (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 packageUp 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 TypeGrant DateShares/UnitsGrant‑Date Fair ValueVesting
RSUs (annual director grant)Sep 27, 20241,281 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

HolderCommon Shares Beneficially Owned% of ClassAs‑of Date
Iris Knobloch1,907 <1.0% Oct 14, 2025 (record date)
DetailStatusNotes
Unvested RSUs (as of Jul 31, 2025)1,281 RSUs Annual RSU grant outstanding at FY2025 year‑end; vests 1 year from grant
Hedging/PledgingProhibited by policy Insider Trading Compliance Program bans hedging/pledging
Director ownership guidelinesGreater 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 3No 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 .