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James C. Clancy

Director at QUANTUM CORP /DE/
Board

About James C. Clancy

James C. Clancy, 58, is an independent director of Quantum Corporation, appointed in August 2025. He is Advisor to the CEO at DataPivot Technologies (since Dec 2024) and previously held senior global sales leadership roles at Dell Technologies and EMC focused on data protection and cyber-resiliency solutions. He holds a Bachelor of Business Administration and General Management degree from the University of Massachusetts Dartmouth. The Board has determined he is independent under Nasdaq rules; his service began after FY2025, so no FY2025 attendance data applies to him .

Past Roles

OrganizationRoleTenureCommittees/Impact
Dell Technologies Inc.SVP, Global Sales, Data Protection Solutions2019–Dec 2024Global enterprise sales leadership for data protection and cyber resiliency
Dell Technologies Inc.President, Global Specialties Sales2018–2019Led specialty sales across portfolio
Dell Technologies/EMCSVP, Global Sales, Data Protection Solutions2013–2018Drove worldwide sales strategy for data protection
EMC Corporation (acquired by Dell)Divisional VP, Americas, Backup Recovery Systems2011–2013Regional P&L and go-to-market leadership
EMC CorporationVarious senior roles1998–2011Progressive leadership roles in sales

External Roles

OrganizationRoleStartNotes
DataPivot Technologies, Inc. (private)Advisor to the CEODec 2024Data center and cloud technologies solutions provider

No other current public company directorships or interlocks were disclosed for Clancy in the proxy .

Board Governance

  • Independence: Independent director; Board reports 86% independent and 100% independent committee chairs .
  • Committee assignments: The proxy lists current committee chairs (Audit – John R. Tracy; Corporate Governance & Nominating – John A. Fichthorn; Leadership & Compensation – Donald J. Jaworski) and membership for certain directors, but does not specify Clancy’s committee assignments as of the filing; none were disclosed for him in the biographies/committee sections .
  • Meeting cadence and attendance: Board met 34 times in FY2025; all members during FY2025 other than Ms. White attended ≥75% of meetings. Clancy joined in Aug 2025 (post-FY2025), so no FY2025 attendance metric applies to him .
  • Executive sessions: Independent directors meet in executive session at least quarterly .
  • Tenure: Appointed August 2025; average Board tenure 1.7 years, average age 57.4 years at filing .

Fixed Compensation (Director)

ElementAmount/StructureVest/Timing
Annual cash retainer (director)$50,000Paid in equal quarterly installments
Lead Independent Director retainer$25,000Quarterly (if applicable)
Committee chair feesAudit $25,000; L&CC $17,500; CG&N $15,000; Special $30,000Quarterly
Committee member feesAudit $12,500; L&CC $10,000; CG&N $7,500; Special $12,500Quarterly
Deferred comp planAvailable for cash fees; no FY2025 director participationDeemed investments (no QMCO stock)

Notes:

  • For FY2024, director equity refresh was delayed (no grants) due to stock price/dilution; FY2025 included catch-up fully vested RSUs and FY2025 time-based RSUs for then-serving directors. Clancy was appointed after FY2025, so he is not in the FY2025 compensation table .

Performance Compensation (Director equity)

Equity elementTermsVesting
New Director Equity Grant12,000 RSUs (pro-rated)100% vest at next annual meeting
Annual Refresh Equity Grant12,000 RSUsVest at earlier of next annual meeting or one year
Change-in-controlAccelerated vesting of director equity if service ends within 12 months post-CoC (except death/disability)Per agreements

Performance metrics: Non-employee director equity is time-based; no performance-based equity for directors is disclosed .

Other Directorships & Interlocks

CompanyRoleOverlap/Interlock
None disclosedNo other public company directorships or disclosed interlocks for Clancy in the filing

Context: The Board’s Special Committee (independent) approved related-party debt transactions with Dialectic (linked to director John A. Fichthorn), with Audit Committee review and Fichthorn recusal; not specific to Clancy .

Expertise & Qualifications

  • Domain: Global enterprise sales, data protection, cyber-resiliency solutions; deep storage/data protection go-to-market experience .
  • Education: BBA/General Management, University of Massachusetts Dartmouth .
  • Board skill fit: Sales strategy and customer-facing execution in data protection markets; complements technology and finance expertise on the Board .

Equity Ownership

HolderShares Beneficially Owned% of ClassNotes
James C. ClancyNo beneficial ownership reported as of Oct 20, 2025
Director ownership guidelines5x annual retainerCompliance within 5 yearsApplies to directors; measured annually. Positions were on track at FY2025; Clancy became eligible upon appointment Aug 2025

Insider trading/hedging policies:

  • Prohibits short sales, margin purchases, hedging/monetization, and options/derivatives trading by directors, officers, employees, consultants and agents .

Insider trades (Form 4):

DateTransactionSharesPricePost-Trans Holdings
None disclosed in the proxy for Clancy

Governance Assessment

Strengths

  • Independence and structure: Board separated Chair/CEO; independent majority (86%) and independent committee chairs; recurring executive sessions support oversight .
  • Relevant expertise: Clancy brings extensive enterprise sales leadership in data protection/cyber-resiliency, aligned with Quantum’s markets .
  • Ownership alignment framework: 5x retainer director stock ownership guideline; time-based equity grants; anti-hedging policy .

Watch items / RED FLAGS

  • Related-party exposure at Board level: Significant financing arrangements with Dialectic (entity linked to director Fichthorn) required Special Committee and Audit Committee approval; while not tied to Clancy, continued monitoring of process rigor and recusals is warranted .
  • Financial reporting/control backdrop: Audit Committee oversaw restatements in FY2025 and FY2024; new directors, including Clancy, inherit heightened oversight expectations .
  • Dilution/overhang: Director equity program uses fixed-share grants; broader company capital actions (convertible notes/warrants) raise dilution risk for shareholders, though these matters were vetted by independent committees; again not specific to Clancy but relevant to investor lens on Board decisions .

Potential conflicts or related-party transactions specific to Clancy: None disclosed in the proxy. His advisory role at a private company (DataPivot) was disclosed without any related-party transactions noted .