Tripp Lane

About Tripp “Tripp” Lane

Nathan “Tripp” Lane, age 47, is an independent director of National CineMedia, Inc. (NCMI) since 2024 and serves on the Audit Committee. He was appointed to the Board on May 22, 2024 via Blantyre Capital’s designation rights following NCM LLC’s restructuring. Lane founded Delancey Cove LLC in 2017 and has deep turnaround and restructuring experience, with prior investing roles at BlueMountain Capital (2015–2017) and Apax Partners (2006–2015). He holds a B.A. (Colgate), an M.A. (SAIS, Johns Hopkins), and an MBA (Wharton) .

Past Roles

External Roles

Board Governance

• Independence and designation: The Board determined Lane is independent under SEC/Nasdaq rules; he was designated by Blantyre Capital under the Director Designation Agreement post-restructuring .
• Committee assignments: Audit Committee member (not Chair). Current committee matrix confirms: Audit (Lane), Compensation & Leadership (Bell, Marchese, Glazek Chair), Nominating & Governance (Bell, Glazek, Hill Chair) .
• Attendance and meetings: In FY2024, the Board met 6 times and no incumbent director attended fewer than 75% of Board/committee meetings for their period of service. The Audit Committee met 7 times in 2024 .
• Chair/CEO structure: Separate Chair and CEO; David E. Glazek became Non‑Employee Chair effective Feb 27, 2025 .
• Executive sessions and governance practices: Independent directors meet in private; anti‑hedging and anti‑pledging policies apply to directors; stock ownership guidelines in effect .

Committee Memberships

Fixed Compensation

• 2024 structure (non-employee directors): No base cash retainer; $100,000 cash for Non‑Employee Chair; committee Chair/member cash retainers; quarterly RSU grants of $50,000 (up to 20% elective in cash) .
• 2025 structure: Annual $80,000 cash retainer plus $120,000 RSU grant (1‑year vest). Directors may elect RSUs in lieu of all/portion of cash retainer .

FY2024 – Lane Actual Director Compensation

Performance Compensation

Directors receive time‑based RSUs; no performance metrics are applied to director equity awards. Lane’s grants in 2024:

No director options or PBRSUs disclosed for Lane in 2024 .

Other Directorships & Interlocks

• Designation context: Lane was designated by Blantyre Capital, which held ~28% of NCMI interests as of Jan 9, 2025; the Consenting Creditors collectively held ~41%. Under the designation agreement, the Designation Committee could designate up to 4 directors (incl. 2 independent), and Blantyre could designate 2 (incl. 1 independent) at that ownership level. Blantyre nominated Lane and David Glazek .
• Related-party review: The Audit Committee reviews all “Related Party Transactions” under Nasdaq rules and company policy . The company disclosed no related‑party transactions involving Lane and confirmed his independence at appointment .

Expertise & Qualifications

• Restructuring/turnarounds: Extensive advisory and interim management roles across special situations since 2017 .
• Media/consumer investing: Principal investor in media, consumer, retail at Apax and BlueMountain .
• Education: B.A. (Colgate University); M.A. (SAIS, Johns Hopkins); MBA (Wharton, University of Pennsylvania) .
• Board skills: The Board cited Lane’s turnaround and media investing experience as qualifications for NCMI .

Equity Ownership

Governance Assessment

• Positives

  • Independent director with relevant turnaround and media investment expertise; serves on the Audit Committee that oversees financial reporting, RPT reviews, risk/cyber, and compliance .
  • 2024 attendance compliance for incumbents; Audit met 7 times, signaling active oversight cadence .
  • Robust governance policies: anti‑hedging/pledging, stock ownership guidelines, clawback policy .

• Watch items / potential risk indicators

  • Designation rights: Lane’s seat stems from Blantyre’s nomination under creditor designation rights tied to concentrated ownership (Blantyre ~28%; Consenting Creditors ~41% as of Jan 9, 2025). While the Board deems him independent, the designation framework may influence board dynamics; monitor independence in practice and RPT scrutiny .
  • Ownership alignment: As a recent appointee, Lane’s personal holdings are modest (<1%); however, director ownership guidelines provide a 5‑year compliance window, and 2025 policy increases the cash retainer (raising the guideline baseline) .

• Conflicts/related parties

  • Company disclosed no related‑party transactions involving Lane at appointment; Audit Committee retains RPT oversight .

• Shareholder sentiment backdrop

  • Say‑on‑pay approved at 87.1% in 2024, suggesting generally supportive investor sentiment on pay oversight and governance at that time .