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Thomas S. Schreier

Lead Director at PIPER SANDLER COMPANIESPIPER SANDLER COMPANIES
Board

About Thomas S. Schreier

Independent director of Piper Sandler Companies since 2018; age 62; Lead Independent Director since May 2024. Former Vice Chairman of Nuveen Investments and Chairman of Nuveen Asset Management (2011–2016, including the 2014–2016 period after Nuveen’s acquisition by TIAA); CEO of FAF Advisors (2001–2010); earlier Senior Managing Director and Head of Equity Research at Piper Sandler (1999–2001). Expertise spans asset management leadership, human-capital businesses, investment banking, corporate governance, and financial/risk oversight.

Past Roles

OrganizationRoleTenureCommittees/Impact
Nuveen Investments / Nuveen Asset Management (TIAA-owned from 2014)Vice Chairman (Nuveen Investments); Chairman (Nuveen Asset Management)2011–2014; continued 2014–2016 post-acquisitionSenior leadership of large asset manager; governance and risk oversight in financial services
FAF AdvisorsChief Executive Officer2001–2010Led asset management business; human-capital operating model and financial discipline
Piper Sandler (then Piper Jaffray)Senior Managing Director; Head of Equity Research1999–2001Built research platform; investment banking industry experience

External Roles

OrganizationRoleTenureNotes
No other current public company directorships disclosed for Mr. Schreier

Board Governance

  • Independence: Board determined Mr. Schreier is independent under NYSE rules; Mr. Sterling is the only non-employee director deemed not independent.
  • Roles: Lead Independent Director since May 2024; chairs the Nominating & Governance Committee; member of the Compensation Committee.
  • Lead Director responsibilities: Presides over executive sessions, sets Board agendas/schedules, serves as liaison with CEO, monitors Board information flow, can call meetings of independent directors, and is available to major shareholders.
  • Attendance: In 2024, the Board held 7 meetings; every current director attended at least 75% of Board and committee meetings; aggregate attendance was 96%. All current directors at the time attended the 2024 annual meeting.
  • Committee activity (2024): Audit (10 meetings), Compensation (6), Nominating & Governance (4). Schreier chaired Governance and served on Compensation during 2024.
  • Evaluations: Governance Committee (chaired by Schreier) conducts annual CEO/Board/committee evaluations and director interviews on engagement, risk oversight, and accountability.

Fixed Compensation

Component (Non-Employee Director Program)AmountTiming/Notes
Annual cash retainer$100,0002024 director program
Committee chair retainersAudit $20,000; Compensation $10,000; Governance $10,0002024 program; approved $10,000 increases to each chair retainer for 2025
Lead Independent Director retainer$30,0002024 program; approved +$10,000 increase for 2025
2024 cash actually paid to Schreier$118,629$100,000 annual retainer + $18,629 additional (reflects pro rata lead director transition beginning May 23, 2024 and chair service)
All other compensation (Schreier)$7,627Charitable match up to $5,000 and limited spouse travel for off-site meeting (as applicable)

Performance Compensation

ComponentAmountStructure / Performance Link
Annual equity grant (all non-employee directors)$100,000 (2024); rising to $150,000 (2025)Granted as vested common shares on annual meeting date; not performance-vested. Program increased to $150,000 for 2025.
2024 equity actually granted to Schreier$100,036Aggregate grant date fair value under ASC 718
Stock options (directors)None outstandingNon-employee directors held no outstanding stock options at 12/31/2024

Note: Director equity is delivered as vested shares; no PSUs or performance options are used for non-employee directors.

Other Directorships & Interlocks

CategoryDetail
Current public boardsNone disclosed for Schreier
Committee interlocksCompensation Committee composed entirely of independent, non-employee directors; no interlocking relationships under SEC rules.
Related-person transaction oversightGovernance Committee (chaired by Schreier) administers the related-person transaction policy; only arm’s-length ordinary-course transactions disclosed; none specific to Schreier.

Expertise & Qualifications

  • Extensive leadership in asset management (Nuveen/TIAA; FAF Advisors) and experience running human-capital-intensive financial businesses.
  • Investment banking and research background from prior Piper Sandler leadership; strong finance, accounting, and risk oversight skills.
  • Board governance experience including service as Lead Independent Director and Governance Committee Chair.

Equity Ownership

MetricValueAs-of / Notes
Beneficial ownership (common shares)7,053All held directly; none reported as phantom shares
Ownership as % of outstanding<1%No individual director holds ≥1%
Phantom/deferred shares0Directors may defer fees/stock into phantom shares; Schreier had none; his 2024 amounts not shown as deferred.
Ownership guidelines4x annual basic cash retainer for non-employee directors; all directors in compliance as of 12/31/2024Aligns incentives; applies regardless of taxes; retention of 50% of equity if not in compliance
Hedging/pledgingProhibited for directorsNo hedging, short sales, or pledging permitted for directors/employees

Governance Assessment

  • Strengths

    • Independent Lead Director with robust responsibilities; central role in agenda-setting, executive sessions, and shareholder access—supportive of strong independent oversight.
    • Chairs Governance Committee and serves on Compensation Committee, reinforcing oversight of director nominations, related-party policy, compensation risk, and advisor independence (Semler Brossy engaged; no interlocks).
    • Solid attendance culture (≥75% per director; 96% aggregate) and structured evaluation process led by Governance Committee.
    • Conservative director pay design (cash + vested stock, no options) with higher equity weighting and increased 2025 retainers reflecting market data; strong ownership guidelines and anti-hedging/pledging policy.
  • Potential risks/RED FLAGS

    • None identified specific to Schreier: no related-party transactions disclosed involving him; no pledged shares; non-employee directors hold no options.
    • Company-level related-party posture limited to ordinary-course arm’s-length dealings; Governance Committee oversight mitigates conflicts.
  • Investor confidence signals

    • Say-on-pay support of ~98.3% at 2024 annual meeting indicates broad investor alignment with compensation governance frameworks overseen by the Board/committees.
    • Clear clawback framework and “double-trigger” equity vesting for executives further supports a disciplined pay-for-performance culture.