Jorma Ollila

About Jorma Ollila

Jorma Ollila (age 74) is an independent director of Perella Weinberg Partners (PWP) and has served on the Board since June 2021. He is the former Chairman and CEO of Nokia (CEO 1992–2012; Chairman 1999–2012) and former Chairman of Royal Dutch Shell (2006–2015). He holds an M.Sc. in Political Science (University of Helsinki), an M.Sc. in Economics (London School of Economics), and an M.Sc. in Engineering Physics (Helsinki University of Technology). The Board has determined he is independent under Nasdaq rules .

Past Roles

External Roles

Board Governance

• Independence: The Board has determined that Ollila is independent under Nasdaq rules; he serves as Audit Committee chair and Compensation Committee member. The company is a “controlled company” under Nasdaq and does not have a majority-independent board or a fully independent nominations committee; the full Board handles nominations .
• Committees and roles:
  • Audit Committee: Chair; members include Ollila, Jane C. Sherburne (financial expert), Elizabeth Cogan Fascitelli, and Kristin W. Mugford .
  • Compensation Committee: Member; chair is Jane C. Sherburne; members include Sherburne, Fascitelli, Mugford, and Ollila .
• Attendance and engagement: In 2024 the Board met 4 times, Audit Committee 7, and Compensation Committee 5; each director attended at least 75% of the meetings of the Board and committees on which they served .
• Executive sessions and leadership: The company has no Lead Independent Director; an independent director presides over executive sessions. Roles of Chair and CEO are separated (Chair: Peter A. Weinberg; CEO: Andrew Bednar) .
• Controlled-company implications: VoteCo Professionals holds all Class B-1 shares and has extensive approval rights and director designation rights, influencing nominations and significant corporate actions, which can limit minority shareholder influence .

Fixed Compensation (Director)

Performance Compensation (Director)

• Equity vehicle: Service-based RSUs granted annually around the annual meeting; vest on the next annual meeting date (no performance metrics). New director grant vests in three equal annual installments .
• 2024 grant detail (Ollila): Grant-date fair value $98,681; outstanding RSUs at year-end 6,383 .
• Ownership guidelines: Non-employee directors are expected to hold Company equity equal to at least 3x the annual cash retainer within 5 years. The Company states all non-employee directors are in compliance or on track within the guideline period .

Other Directorships & Interlocks

• Current public company boards: None disclosed for Ollila in PWP’s proxy (his current roles listed are private or non-U.S. entities) .
• Committee interlocks: The Company discloses no compensation committee interlocks or insider participation for 2024 .

Expertise & Qualifications

• Global CEO/Chair experience across technology (Nokia) and energy (Royal Dutch Shell) with over 40 years of corporate leadership, plus international banking background at Citibank .
• Governance: Audit Committee chair; Board identifies Sherburne as the audit committee financial expert, not Ollila, though he leads the committee .

Equity Ownership

Recent Form 4 activity (most recent disclosed):

Policies relevant to alignment and risk:

• Anti-hedging: Directors and employees are prohibited from hedging transactions that offset decreases in Company stock value .
• Stock ownership guidelines: 3x cash retainer for non-employee directors; 5-year compliance window .

Governance Assessment

• Strengths:

  • Independent director serving as Audit Committee Chair with extensive multinational leadership experience; Audit oversees financial reporting, internal controls, and related-party approvals .
  • Consistent meeting engagement: Board and committees active; each director met ≥75% attendance in 2024 .
  • Pay mix emphasizes equity via annual RSUs and ownership guidelines (3x retainer), supporting alignment with shareholders .

• Watch items / RED FLAGS (structural, not specific to Ollila personally):

  • Controlled company status: Board is not majority independent; no standalone independent nominations committee; VoteCo Professionals has significant approval and director designation rights, which can constrain independent board discretion and minority investor influence .
  • No Lead Independent Director; independent director presides over executive sessions, but absence of a designated lead could limit coordinated independent oversight .

• Conflicts/related-party exposure:

  • Audit Committee (chaired by Ollila) has explicit responsibility to pre-approve related person transactions, mitigating conflict risk; no Ollila-specific related-party transactions are disclosed in the latest proxy .

• Director compensation reasonableness:

  • 2024 total of $218,681 comprised of $120,000 cash (includes $20,000 Audit Chair fee) and $98,681 RSUs appears consistent with the company’s director pay framework; no meeting fees or discretionary bonuses reported .

• Shareholder engagement:

  • Company holds advisory say-on-pay and recommends triennial frequency; directors are expected to attend annual meetings (7 directors attended 2024), indicating engagement expectations, though attendance is not disclosed by individual .

Overall, Ollila’s audit leadership and independence are positives for board effectiveness; the primary governance risk for investors arises from PWP’s controlled-company structure and concentrated voting/control rights, not from Ollila’s profile or conduct .