Blair Pickerell
PRINCIPAL FINANCIAL GROUPAbout Blair C. Pickerell
Blair C. Pickerell (age 68) is an independent director of Principal Financial Group (PFG) since 2015, nominated for a new three-year term expiring in 2028. He holds bachelor’s and master’s degrees from Stanford University and an MBA from Harvard Business School. Pickerell’s core credentials center on executive leadership in asset management across Asia, including senior roles at Nikko Asset Management, Morgan Stanley Investment Management, HSBC Asset Management, and Jardine Fleming Funds, bringing expertise in asset and investment management, financial services, international operations, executive compensation, marketing, and accounting/finance. The Board affirmed his independence in February 2025.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Nikko Asset Management | Head of Asia; Chairman, Asia | 2010–2014; 2014–2015 | Led Asia region operations and strategy, executive leadership across asset management |
| Morgan Stanley Investment Management | CEO, Asia | 2007–2010 | Regional CEO; sat on global management committees |
| HSBC Asset Management | Chief Executive, Asia-Pacific | Not disclosed | Executive leadership across Asia-Pacific asset management |
| Jardine Fleming Funds | Chairman | Not disclosed | Oversight of fund operations and governance |
| Jardine Pacific, Ltd. | Managing Director | Not disclosed | Exposure to non-financial industries via Asian conglomerate leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Dah Sing Banking Group Limited | Director; Chair, Risk Management & Compliance; Member, Audit | Not disclosed | Chairs risk committee; audit committee member (bank risk/governance oversight) |
| First Pacific Company Limited | Director; Finance and Corporate Governance Committees | Not disclosed | Member of finance and corporate governance committees (capital allocation, governance) |
| Tracker Fund of Hong Kong | Supervisory Committee Member | Not disclosed | Oversight of large index fund in Hong Kong |
| University of Hong Kong, Faculty of Business & Economics | International Advisory Council Member | Not disclosed | Advisory role on academic-business interface |
Board Governance
- Committee assignments: Human Resources Committee (member) and Finance Committee (member); not a chair. HRC met 9 times in 2024; Finance met 8 times. Pickerell is not on Audit or Nominating & Governance Committees.
- Independence and board composition: Board affirmed Pickerell’s independence; all key committees comprised entirely of independent directors.
- Attendance and engagement: Board held 11 meetings in 2024 (five were two-day meetings); no director attended less than 75% of Board and committee meetings; all directors attended the annual meeting virtually. Executive sessions of independent directors occurred at each regularly scheduled Board meeting.
- Term and service: Director since 2015; nominated in 2025 for a term expiring in 2028.
- Committee oversight relevance: HRC oversees CEO/senior executive compensation, succession, equity awards, pay-equity and incentive risk; Finance oversees capital structure, investment policies, liquidity/market/product/pricing risks, dividends, M&A, and financial goals.
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Board cash retainer | $115,000 | Paid in two semi-annual installments |
| Committee chair fees (general schedule) | Audit $35,000; Finance $35,000; HRC $25,000; NGC $25,000; Other chairs $10,000 | Pickerell is not a chair |
| Lead Director retainer (general schedule) | $50,000 | Not applicable to Pickerell |
2024 Director-specific totals:
| Name | Fees earned (cash) | Stock awards (grant-date FV) | Total |
|---|---|---|---|
| Blair C. Pickerell | $115,000 | $199,959 | $314,959 |
Performance Compensation
- Equity form: Annual time-based Restricted Stock Units (RSUs) granted at the annual meeting; vest at the next annual meeting; payout deferred until departure from the Board; dividend equivalents convert into additional RSUs. Annual RSU retainer is targeted at $200,000 grant-date fair value.
- No performance metrics: Non-employee director equity is time-based; no TSR/ROE metrics or options are used for directors.
| Metric | 2024 Value | Vesting | Notes |
|---|---|---|---|
| Annual RSU retainer | $200,000 | Vests at next annual meeting | Deferred until board service ends; dividend equivalents accrue |
| Pickerell stock awards (2024) | $199,959 | One-year vest from grant | Grant at annual meeting |
Other Directorships & Interlocks
| External Board | Sector | Committee Roles | Potential Interlock/Conflict Context |
|---|---|---|---|
| Dah Sing Banking Group Limited | Banking | Chair Risk & Compliance; Audit member | No PFG-related party transactions disclosed with Dah Sing; independence affirmed |
| First Pacific Company Limited | Conglomerate (Asia) | Finance; Corporate Governance | No PFG-related party transactions disclosed with First Pacific; independence affirmed |
- The proxy discloses related-party transactions with large shareholders (Vanguard, BlackRock, Nippon Life), and family relationships of certain executives, but none involving Pickerell. Robust related-party approval/monitoring policies are in place.
Expertise & Qualifications
- Pickerell’s skills matrix indicates executive leadership; asset & investment management; financial services; human resources/talent; accounting & finance; international; marketing; executive compensation; risk management; strategic planning. These map closely to PFG’s strategic priorities and committee oversight areas.
Equity Ownership
| Category | Value | Notes |
|---|---|---|
| Beneficial ownership (common stock) | 33,228 shares; <1% outstanding | Includes shares acquirable within 60 days under awards; percent <1% is per proxy |
| RSUs outstanding (as of 12/31/2024) | 30,768 RSUs | Includes dividend equivalents |
| Director ownership guideline | 5x annual Board cash retainer within five years; “hold until retirement” requirement for all RSUs | All directors with ≥5 years’ tenure satisfied guidelines; others on track |
| Hedging/pledging policy | Prohibited for directors and Section 16 insiders (no short sales, options, collars, pledging/margin) | Alignment safeguard; mandatory and discretionary clawback policies are in place |
Governance Assessment
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Strengths: Independent status; deep asset management and Asia expertise aligned with PFG’s global asset management and retirement ecosystems; service on Finance and HRC provides direct oversight of capital, investment policies, executive pay, succession, and pay-risk—core value drivers for investors. Attendance appears robust at the board level; director equity is held until retirement, reinforcing long-term alignment.
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Compensation alignment: Balanced mix of cash ($115k) and equity (~$200k RSU), targeted at peer median, with independent consultant review; equity is time-based, deferral until departure, and no options—reducing risk-taking incentives misaligned with shareholders.
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Committee quality: HRC uses independent consultants, has clawbacks, ownership requirements, anti-hedging/pledging, and conducts incentive risk assessments; Finance oversees capital management and enterprise financial risk—supporting strong oversight.
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Shareholder signals: Say-on-pay received ~96% support in 2024, indicating broad investor approval of compensation governance.
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Potential conflicts/red flags: None disclosed involving Pickerell (no related-party transactions; no compensation committee interlocks). Company prohibits hedging/pledging and maintains robust related-party policies; all Section 16 filings timely. Watch item: dual external public boards (Dah Sing and First Pacific) increase time commitments but PFG maintains a policy on outside board service and affirmed independence.
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RED FLAGS: None identified in proxy disclosures specific to Pickerell (no related-party transactions, no pledging/hedging, no attendance shortfalls reported).