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Daniel Campbell

Lead Independent Director at NU SKIN ENTERPRISESNU SKIN ENTERPRISES
Board

About Daniel W. Campbell

Daniel W. Campbell (age 70) serves as Lead Independent Director of Nu Skin Enterprises and has been a director since 1997. He is a Managing General Partner of EsNet, Ltd. (since 1994), previously served as SVP & CFO of WordPerfect (1992–1994), and was a partner at Price Waterhouse LLP; he holds a B.S. from Brigham Young University . The Board has designated Campbell an audit committee financial expert and affirmed his independence under NYSE standards .

Past Roles

OrganizationRoleTenureCommittees/Impact
EsNet, Ltd.Managing General Partner1994–present Private investment leadership; finance and transactions expertise
WordPerfect CorporationSVP & CFO1992–1994 Finance, accounting, corporate transactions
Price Waterhouse LLPPartnerPrior to 1994 Public company governance/controls experience
Utah State Board of Regents (Higher Education)Vice Chair; ChairVice Chair 2012–2014; Chair 2014–2018; member 2010–2019 Oversight and leadership in public governance

External Roles

OrganizationRoleTenureNotes
Various private and public company boardsDirectorNot disclosedThe proxy notes service on “several other private and public companies”; specific names not provided

Board Governance

  • Independence and leadership: Independent director; Lead Independent Director; chairs executive sessions of independent directors .
  • Committee memberships: Audit Committee (member); Compensation and Human Capital Committee (member); audit committee financial expert designation .
  • Attendance and engagement: Board met 10 times in 2024; each director attended >75% of Board and applicable committee meetings; independent directors meet in executive session chaired by Campbell .
  • Board/committee evaluation: Annual evaluations; in 2024, third-party facilitator led the evaluation for fresh perspectives and candor .
  • Risk oversight: Committees oversee defined risk domains; Audit (financial/cyber/privacy/disclosure), Compensation (comp/HR), Nominating & Governance (governance/reputation/sustainability) .
  • Ownership/Trading policies: Hedging and pledging of company stock prohibited; equity retention guidelines require directors to hold stock equal to 5x annual cash retainer; all directors in compliance as of March 31, 2025 .
Governance ElementDetail
Lead Independent Director dutiesConsults on agendas; chairs executive sessions; other duties as deemed appropriate
Committee service (Campbell)Audit (member); Compensation & Human Capital (member)
Committee meetings (2024)Audit 6; Compensation & Human Capital 8; Nominating & Corporate Governance 6
IndependenceBoard affirmed Campbell’s independence under NYSE standards

Fixed Compensation

ComponentAmountSource
Board annual cash retainer$85,000 Program table
Committee membership retainer$10,000 per committee Program table
Lead Independent Director retainer$25,000 Program table
Meeting feesNone (unless special committee) Program table
2024 Fees Earned or Paid in Cash (Campbell)$132,500 Director compensation table
2024 All Other Compensation (Campbell)$282 Director compensation table
2024 Total (Campbell)$280,186 Director compensation table

Performance Compensation

Equity AwardGrant DateShares/UnitsVest DateGrant Date Fair Value
Annual RSU (non-employee directors)June 7, 202411,330 RSUs May 29, 2025 $147,403
Standard annual equity award levelN/A$150,000 value (RSUs) N/AN/A
Non-employee director comp capN/ACash + awards ≤ $750,000 per year N/AN/A

Notes:

  • Non-employee director equity awards are RSUs with time-based vesting; no performance metrics apply to director equity grants .

Other Directorships & Interlocks

CompanyRoleCommittee RolesInterlocks/Notes
Not disclosedDirectorNot disclosedProxy states service on “several other private and public companies,” without specific listings

Expertise & Qualifications

  • Audit committee financial expert (Item 407(d)(5)); deep finance/accounting and public company governance experience .
  • Senior operating experience (CFO of a large technology company; partner at international accounting firm) .
  • Strategic oversight and public governance leadership (Chair/Vice Chair Utah State Board of Regents) .

Equity Ownership

HolderBeneficially Owned Shares% of ClassNotes/Breakdown
Daniel W. Campbell117,030<1% Includes 18,924 shares jointly with spouse; 76,766 in a trust (spouse trustee; family beneficiaries); 10,010 via family LLC; right to acquire 11,330 shares within 60 days (RSUs)

Additional alignment and restrictions:

  • Equity retention: Directors must hold shares equal to 5x annual cash retainer; all directors in compliance as of March 31, 2025 .
  • Hedging/pledging: Prohibited for directors/employees .

Governance Assessment

  • Strengths:

    • Lead Independent Director with finance/accounting depth; designated audit committee financial expert enhances oversight of financial reporting and risk .
    • Active committee service (Audit; Compensation & Human Capital) with clear risk oversight responsibilities; regular executive sessions chaired by Campbell .
    • Strong director ownership and retention policies; hedging/pledging prohibited; directors compliant with ownership guidelines, supporting alignment with shareholders .
    • Consistent attendance (>75%) across Board/committees, indicating engagement .
  • Potential risks/considerations:

    • Long tenure (director since 1997) may raise board refreshment considerations; however, annual evaluations with third-party facilitation in 2024 mitigate stagnation risk .
    • EsNet is a private investment firm; no related-party transactions involving Campbell were disclosed, and independence was affirmed .
  • Red flags observed:

    • None specific to Campbell in related-party transactions, hedging/pledging, or attendance. Section 16 compliance issues were not attributed to Campbell; the only late filing noted involved another executive’s broker-driven dividend reinvestments .