Linda Breard
INSIGHT ENTERPRISESAbout Linda M. Breard
Linda M. Breard, age 55, has served as an independent director of Insight Enterprises (NSIT) since February 2018 and is designated by the Board as an audit committee financial expert; she is a certified public accountant and Chair of the Audit Committee. Her background includes CFO roles at Kaiser Permanente of Washington (2017), Group Health Cooperative (2016–2017), Quantum Corporation (2006–2016), and senior finance roles at Advanced Digital Information Corporation, following six years in public accounting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Kaiser Permanente of Washington | EVP & CFO | Feb 2017–Jul 2017 | Short transitional CFO period |
| Group Health Cooperative | EVP & CFO | Feb 2016–Jan 2017 | Health maintenance organization finance leadership |
| Quantum Corporation | SVP & CFO | 2006–2016 | Led finance at data storage company |
| Advanced Digital Information Corp. (ADIC) | VP, Global Accounting & Finance; prior roles | 1998–2006 | Progressively senior accounting/finance roles |
| Public Accounting | Various | ~6 years | CPA credential groundwork |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| PotlatchDeltic Corporation | Director | Current | Audit Committee Chair; Compensation Committee member |
| Paylocity Holding Corporation | Director | Current | Audit Committee member |
Board Governance
- Committee assignments: Audit Committee Chair; Compensation Committee member .
- Independence: Board-level independent director; all Audit and Compensation Committee members are independent under NASDAQ/SEC rules; Breard is a designated “audit committee financial expert” .
- Engagement and attendance: Board held 9 meetings in 2024; each director except Catherine Courage attended at least 75% of Board and applicable committee meetings (Breard met at least the 75% threshold). Audit Committee held 10 meetings; Compensation Committee held 6; Nominating & Governance held 4 in 2024 .
- Audit oversight: As Chair, Breard signs the Audit Committee Report; the Committee recommended inclusion of audited financials in the 2024 10-K and oversees auditor independence. KPMG has been the auditor since 1990; total fees were $4,441,000 (2024) vs. $4,338,000 (2023), with audit fees $3,988,000 (2024) .
Fixed Compensation
| Element | 2024/2025 Program Amount | Notes |
|---|---|---|
| Board Retainer (cash) | $90,000 | Paid quarterly in advance |
| Audit Committee Chair Retainer | $30,000 | Chair fee |
| Audit Committee Member Retainer | $15,000 | Member fee (chairs typically receive both chair + member) |
| Compensation Committee Member Retainer | $10,000 | Member fee |
| Cash Fees Paid to Breard (2024) | $145,000 | Matches board + audit chair + audit member + comp member |
- Director fee levels were increased for 2024 (including committee retainers and RSU grant) following a Meridian review; no changes for 2025 .
Performance Compensation
| Metric | Detail |
|---|---|
| Annual Stock Unit Grant Value | $200,000 (granted to incumbents May 21, 2024 at $208.37/share; grant-date fair value reported as $200,035) |
| Grant Date (2024) | May 21, 2024 |
| Vesting | Service-based RSUs vest ratably over three years; RSUs fully vest upon retirement, subject to conditions |
| Unvested Stock Awards at 12/31/2024 | 2,283 units (Breard) |
| Option Awards | None disclosed for directors |
| Performance Metrics | None tied to director equity; RSUs are service-vested (no TSR/financial targets) |
Other Directorships & Interlocks
| Item | Detail |
|---|---|
| Compensation Committee interlocks | During 2024, no member (including Breard) had relationships requiring disclosure; no executive officer served on another company board/compensation committee in a reciprocal interlock |
| Related-party transactions | None involving related persons required disclosure since the start of 2024; Audit Committee administers a formal approval policy |
Expertise & Qualifications
- CPA designation; designated audit committee financial expert .
- Deep finance and operations experience across healthcare and technology; extensive CFO tenure at Quantum .
- Cross-board audit leadership as Audit Chair at PotlatchDeltic; audit member at Paylocity .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Shares Outstanding Reference | Notes |
|---|---|---|---|---|
| Linda M. Breard | 10,686 | <1% | 31,910,334 shares as of 2/28/2025 | Beneficial ownership under SEC rules |
| Unvested RSUs (12/31/2024) | 2,283 | — | — | Service-based awards |
| Stock ownership guidelines (directors) | Minimum 5x annual retainer; 5-year transition period | Compliance | As of 12/31/2024, all non-employee directors except new appointees (Foutty, Reichert) had attained required levels (Breard compliant) | |
| Hedging/Pledging | Prohibited for Board members; margin accounts and pledged shares not allowed | — | — | Insider Trading Policy |
Governance Assessment
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Strengths supporting investor confidence:
- Independent director; Audit Committee Chair and designated financial expert; robust audit oversight with clear independence safeguards and pre-approval controls .
- Strong alignment via equity ownership; compliant with 5x retainer stock ownership guidelines; hedging/pledging prohibited .
- No related-party transactions or compensation interlocks requiring disclosure in 2024; board uses independent compensation consultant; say-on-pay support ~98% in 2024 .
- Engagement: audit committee met 10 times; Board met 9 times; Breard met at least the 75% attendance threshold .
-
Watch items and potential red flags:
- Multiple public company board commitments (NSIT, PotlatchDeltic, Paylocity) increase time demands; however, attendance met the threshold and no overboarding concerns disclosed .
- Director equity is service-vested RSUs (no performance metrics); while standard for directors, this lacks explicit performance linkage compared to executive programs .
Overall, Breard’s profile reflects high governance quality—independence, audit expertise, and ownership alignment—with no disclosed conflicts or related-party exposure, supporting board effectiveness and investor confidence .