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Gregory Jackson

Chair of the Board at PERDOCEO EDUCATIONPERDOCEO EDUCATION
Board

About Gregory Jackson

Gregory L. Jackson, age 58, is an independent director and Chairman of the Board of Perdoceo Education Corporation. He has served on PRDO’s board since November 2008 and became independent Chairman on November 16, 2023 (previously Lead Director from May 25, 2023 to November 15, 2023). Jackson is a career investment professional with a B.S. from the University of Utah and an MBA from the University of Chicago .

Past Roles

OrganizationRoleTenureCommittees/Impact
Jackson Park Capital LLCManaging PartnerJan 2013–Dec 2017Co-managed Oakseed Opportunity Fund; investor-led operational and governance initiatives at portfolio companies
Oakseed Opportunity FundCo-ManagerJan 2013–Dec 2017SEC-registered equity mutual fund management
Ensign Peak AdvisorsSenior Portfolio ManagerJan 2011–Apr 2012Public markets portfolio management
Blum Capital Partners, L.P.Investment Partner; Co-Head Investment Committee2003–2011Sourcing investments; portfolio oversight; governance engagement across affiliates (Blum Strategic GP entities)
Harris Associates LPPartner; Co-Portfolio Manager, Oakmark Global Fund~1997–2003Co-PM from fund inception (Aug 1999) through Oct 2003; domestic equities analyst
Yacktman Asset ManagementPartner; Portfolio Manager; Investment AnalystPrior to Harris AssociatesFundamental equity analysis and portfolio management

External Roles

OrganizationRoleTenureNotes
Private InvestorInvestorCurrentNo other current public-company directorships disclosed in PRDO’s proxy

Board Governance

  • Board leadership: Independent Chairman since Nov 16, 2023; Board separates Chair and CEO roles to enhance oversight .
  • Independence: Board committees (Audit, Compensation, Compliance & Risk, Nominating & Governance) are composed entirely of independent directors; at least two-thirds of the Board must be independent per guidelines .
  • Committees (current independent director assignments): Jackson serves on Compensation and Nominating & Governance Committees; he is not the chair of either .
  • Attendance and engagement: Board met six times in 2024; each incumbent director attended at least 75% of aggregate Board and committee meetings; all directors attended the 2024 Annual Meeting .
  • Risk oversight: Compliance & Risk Committee oversees cybersecurity; broader ERM is overseen by the Board with management’s risk committee reporting to the Board .
Governance ItemDetail
Chair roleIndependent Chairman (since 11/16/2023)
Committee membershipsCompensation; Nominating & Governance (member)
Meeting attendance≥75% of Board/committee meetings (2024)
Annual meeting attendanceAll directors attended 2024 Annual Meeting
Independence policiesBoard/committees independent per Nasdaq; ≥2/3 independent
Related-party transactionsNone requiring disclosure; no relationships impairing independence

Fixed Compensation

Component2024 AmountNotes
Chairman annual cash retainer$142,500Three quarterly payments at prior $130,000 annual rate plus one quarter at new $180,000 rate effective Oct 1, 2024
Committee chair feesN/AJackson is not a committee chair; chair fees are $25,000 (Audit) or $20,000 (Comp, Compliance & Risk, N&G) for those chairs
Meeting feesPotential $1,500 per meeting starting with the 18th meeting in the cycleApplies to Board and committee meetings beyond 17 per year
Total 2024 director cash fees (Jackson)$142,500As shown in director compensation table

Performance Compensation

Grant TypeGrant DateShares/UnitsGrant-Date Fair Value ($)Vesting/Performance Conditions
RSUs (annual director grant)2024 Annual Meeting6,256$143,262Time-based; settle June 14, 2025, subject to continued Board service through 2025 Annual Meeting
  • Performance metrics tied to director compensation: None disclosed; director equity grants are time-based RSUs (service vesting only) .

Other Directorships & Interlocks

CompanyRoleOverlap/InterlockStatus
None disclosedNo current public-company boards disclosed for Jackson in PRDO’s 2025 proxy

Expertise & Qualifications

Skill/ExpertiseEvidence
Educational services and regulatory experienceExtensive background investing in for-profit education; governance and operational initiatives at portfolio companies
Strategic planning & growthPublic company strategic planning experience; investor perspective on industry fundamentals
Investment management & financial expertiseCareer investment manager; fund co-management and portfolio leadership
Board skills matrixPRDO highlights Jackson’s expertise in educational services, strategic planning, and investment/financial experience

Equity Ownership

InstrumentQuantity (as of Dec 31, 2024)Status/Notes
Stock options46,411Options to purchase shares of PRDO common stock
RSUs (outstanding)6,256Annual director RSU grant pending settlement in 2025
Deferred stock units14,619Vested; settle upon termination of service
Director stock ownership guidelines3x base cash annual retainer; retain ≥75% of net shares until target achieved
Guideline complianceAs of 2024 annual valuation, all independent directors complied with retention; majority had attained guideline
Hedging/pledgingProhibited for directors (hedging, pledging, short sales, margin) under Insider Trading Policy

Governance Assessment

  • Positives:

    • Independent Chairman and clear separation of Chair/CEO enhances oversight and board effectiveness .
    • Strong independence framework: committees entirely independent; policies prohibit hedging/pledging; robust clawback policy applicable to executives with board oversight .
    • Attendance thresholds embedded in compensation (final quarterly retainer contingent on ≥75% attendance) align incentives for engagement; directors met attendance expectations in 2024 .
    • Transparent director pay structure and stock ownership guidelines supporting alignment with shareholders .
    • No related-party transactions or independence impairments disclosed; reduces conflict risk .
    • Investor support evidenced by 97% Say‑on‑Pay approval at the 2024 Annual Meeting .
  • Watch items:

    • Chairman retainer increased by $50,000 (to $180,000) after a competitiveness study indicating board pay at lower end of market; reasonable rationale, but continued monitoring of cash/equity mix is warranted to maintain alignment .
    • No performance metrics for director equity grants (time-based RSUs), which is common practice but places greater emphasis on overall board effectiveness and ownership guideline compliance for alignment .

Overall, Jackson’s investor-centric background, independent Chair role, committee service (Compensation and Nominating & Governance), attendance, and compliance with stringent ownership and trading policies support investor confidence; the absence of related-party transactions and strong shareholder support further de-risk governance concerns .