Laura Dove
About Laura Dove
Independent director at Perpetua Resources (PPTA) since March 30, 2022, with a public-policy and government-relations background spanning three decades. Education: Master’s degree (University of Virginia) and BA (University of North Carolina, Chapel Hill). Age disclosed as 53 in 2023 and 54 in 2024; tenure includes service on the Audit and Corporate Governance & Nominating committees with 100% attendance. Recent roles include Chair of the Board of Trustees of the James Madison Foundation (2025), prior Senior Director at Ford Motor Company (2020–2022), and former Secretary for the Majority of the U.S. Senate (2013–2020).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. Senate | Secretary for the Majority (elected officer) | 2013–2020 | Senior leadership; legislative process expertise |
| Ford Motor Company | Senior Director | 2020–2022 | Led federal government relations; chaired Alliance for Automotive Innovation Executive Committee; represented Business Roundtable, U.S. Chamber, NAM |
| University of Chicago | Resident Fellow | Fall 2022 | Led seminar on role of the U.S. Senate |
| Harvard Kennedy School (Institute of Politics) | Senior Director of Administration (6-month assignment); Senior Fellow | 2023 | Operational leadership; academic engagement |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| James Madison Foundation | Chair, Board of Trustees | Current (2025) | Civic education leadership |
| Other public company boards | N/A | — | None disclosed |
Board Governance
- Committees: Audit Committee (member); Corporate Governance & Nominating Committee (member). Independent under Nasdaq, SEC Rule 10A-3, and Canadian NI 52-110; Board confirms committee independence and financial literacy for Audit.
- Attendance: 100% Board and committee attendance in 2023 and 2024; frequent executive sessions of independent directors.
- Board elections: Stands for annual re-election; nominated among 10 directors in 2025.
- Risk oversight: Audit Committee covers financial reporting, compliance, cybersecurity, business continuity; Corporate Governance & Nominating oversees governance policies and disclosures.
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Fees Earned or Paid in Cash ($) | $20,874 | $27,832 | $27,830 |
| Stock Awards ($) | $42,500 | $26,440 | $27,600 |
| Option Awards ($) | n/a | n/a | n/a; no options granted to directors in 2024 |
| Total ($) | $63,374 | $54,272 | $55,430 |
Notes
- Directors generally elected to receive retainers as DSUs; in 2024, all non-executive directors reached minimum stock ownership guideline holdings.
- Standard non-executive director retainers in 2024: $22,080 cash retainer; committee member retainers $2,875; chair retainers: Audit $11,500; Compensation $4,025; Technical $4,025; Lead Director $9,200. (Dove is not listed as chair.)
Performance Compensation
| Equity Award Feature | 2023 | 2024 |
|---|---|---|
| One-time DSU grant (shares) | 7,731 DSUs in recognition of contributions | 9,139 DSUs in recognition of contributions |
| Grant-date fair value ($) | $26,440 | $27,600 |
| Vesting | 100% vested at grant; payable at separation from service | 100% vested at grant; payable at separation from service |
| Options granted to directors | None | None |
No performance metrics (e.g., revenue, EBITDA, TSR) are tied to director compensation; equity is discretionary DSUs rather than performance-conditioned awards.
Other Directorships & Interlocks
| Company | Type | Role | Potential Interlock |
|---|---|---|---|
| None disclosed | Public company | — | N/A |
Expertise & Qualifications
- Governmental affairs and regulatory expertise; media and policy communication; senior legislative operations leadership.
- Audit committee experience; recognized as financially literate by committee composition standards.
- Education: Master’s (UVA); BA (UNC-Chapel Hill).
Equity Ownership
| Metric | 2023 | 2024 | 2025 |
|---|---|---|---|
| Beneficial ownership (shares) | 26,024* | 42,949* | 50,660* |
| Percent of shares outstanding | <1% | <1% | <1% (asterisk indicates <1%) |
| DSUs (vested, payable at separation) | 26,024 | 42,949 | — (not separately broken out in 2025 table) |
Ownership & Alignment
- Director stock ownership guideline: minimum holding equal to 3x annual cash retainer (includes DSUs); all directors met the guideline by year-end 2024.
- Hedging policy: Hedging transactions prohibited without prior approval; insider trading policy in place.
- Pledging: No pledging of shares disclosed for directors.
Governance Assessment
-
Strengths:
- Independence and committee service aligned to oversight (Audit; Corporate Governance & Nominating).
- Perfect attendance in 2023–2024; strong engagement signal.
- Share ownership guideline compliance; retainers taken in DSUs demonstrate alignment.
- No related-party transactions above $120,000; clean conflicts disclosure.
-
Compensation structure:
- Modest cash retainer; discretionary DSU grants; no options or performance-linked pay for directors—limits pay-for-performance but typical for board compensation.
-
Policies & controls:
- Robust insider trading and hedging restrictions; clawback policy adopted for incentive-based executive compensation.
- Regular risk oversight across committees; independent director executive sessions.
-
RED FLAGS and watch items:
- Administrative oversight led to late Form 4 filings for DSU grants in 2022, including for Dove; minor but noteworthy for controls.
- Paulson Investor Rights Agreement shapes board composition (two designees incl. Chair); not a conflict for Dove but relevant to governance dynamics.
Attendance Detail
| Meeting Type | 2023 | 2024 |
|---|---|---|
| Board | 6 of 6 (100%) | 6 of 6 (100%) |
| Audit Committee | 4 of 4 (100%) | 4 of 4 (100%) |
| Corporate Governance & Nominating | 4 of 4 (100%) | 4 of 4 (100%) |
| Total meetings attended | 14 (100%) | 14 (100%) |
Committee Assignments
- Audit Committee: Member (financially literate; committee chaired by Robert Dean; Audit Committee report signed by Dean, Dove, Malmen, Sternhell).
- Corporate Governance & Nominating Committee: Member.
Notes on Director Compensation Structure
- 2024 standard fees:
- Annual cash retainer: $22,080; Lead Director: $9,200; Audit Chair: $11,500; Compensation Chair: $4,025; Technical Chair: $4,025; Committee membership: $2,875 per committee (non-chair).
- Payments made quarterly; DSUs are 100% vested at grant but settle post-separation; directors elected DSUs in 2024.
Legal and Compliance
- No legal proceedings, penalties, sanctions, or bankruptcies disclosed for proposed directors, including Dove.
- Related person transactions: None exceeding $120,000 involving directors; oversight by Corporate Governance & Nominating Committee.
Director Biography Excerpts (for context)
- 2025: Chair of James Madison Foundation; prior government and corporate experience.
- 2024 and 2023: Senior fellow (Harvard Kennedy School), resident fellow (University of Chicago), Ford Motor Company Senior Director; U.S. Senate Secretary for Majority.