Asmau Ahmed
QUINSTREETAbout Asmau Ahmed
Asmau Ahmed is 46 and has served as a member of QuinStreet’s Board of Directors since July 2021, classified as a Class II director with a term expiring at the 2026 annual meeting . She holds a B.S. with Honors in Chemical Engineering from the University of Virginia and an M.B.A. from Columbia Business School, and brings executive experience in financial services and digital marketing to the Board . The Board has determined all current directors except the CEO are independent pursuant to SEC and Nasdaq rules, which includes Ms. Ahmed .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alphabet | Managing Director | Jul 2021–Apr 2024 | Executive leadership in technology; digital marketing expertise noted |
| Bank of America | SVP/Managing Director — Business Executive | Sep 2018–Jul 2021 | Financial services operating experience |
| Capital One | Digital Product Executive | Sep 2016–Aug 2018 | Oversaw enterprise digital product and strategy for customer-facing experiences |
| Plum Perfect | Founder, CEO, Board Member | Jan 2012–Dec 2017 | Visual search and ad tech entrepreneurship |
| Deloitte | Management Consultant | Sep 2006–Nov 2012 | Consulting experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Varo Bank | Chief Artificial Intelligence & Data Officer | Since May 2025 | AI/data leadership in regulated financial services |
| Pony AI Inc. (NASDAQ: PONY) | Director; Audit Committee Member | Since Nov 2024 | Audit committee oversight at a public company |
| blackcomputeHER (non-profit) | Director | Since Jul 2018 | Supports computing/technology education for Black women and girls |
Board Governance
- Committee assignments: Ms. Ahmed is a member of the Audit Committee; she is not on the Compensation or Nominating and Corporate Governance Committees .
- Independence: All directors except the CEO are independent; the Audit, Compensation, and Governance Committees consist entirely of independent directors .
- Audit Committee operations: The Audit Committee met eight times in FY 2025 and operates under a charter addressing auditor oversight, financial statement review, related-person transactions oversight, cybersecurity, and ESG risk .
- Attendance: The Board held four meetings in FY 2025; all directors attended at least 75% of Board and committee meetings. No directors attended the 2024 annual meeting (policy encourages but does not require attendance) .
- Board structure: The Board has a Lead Independent Director (James Simons) and meets in executive sessions without management; all committees are chaired by independent directors .
Fixed Compensation
| Component | FY 2025 Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $55,000 | Paid quarterly in arrears |
| Annual RSU Grant (grant date cash value) | $144,984 | Service-vesting RSUs; annual policy targets $145,000 grant date cash value; vests daily over one year |
| Options Granted in FY 2025 | $0 | Directors may elect options in lieu of cash on an annual irrevocable basis; Ms. Ahmed did not have option awards granted in FY 2025 |
| Total FY 2025 Director Compensation | $199,984 | Sum of cash and stock awards |
| RSU Grant Detail (FY 2025 award) | 6,904 RSUs (10/31/2024) | Per-share grant date fair value $21.00; aggregate grant date fair value $144,984 |
Performance Compensation
Directors receive service-vesting RSUs and fixed cash retainers; no performance-based metrics are tied to non-employee director compensation at QuinStreet .
| Metric | Applicable to Director Compensation? | Evidence |
|---|---|---|
| Revenue growth | No | Non-employee director awards are service-vesting RSUs; no performance criteria disclosed |
| Adjusted EBITDA / Media margin dollars | No | These metrics are used in executive compensation programs, not director compensation |
| TSR percentile / ESG goals | No | Not disclosed for director compensation; director policy is fixed cash plus annual service-vesting RSUs |
Other Directorships & Interlocks
| Company | Relationship to QNST | Potential Interlocks/Conflicts |
|---|---|---|
| Pony AI Inc. (NASDAQ: PONY) | Unrelated sector (autonomous driving/AI); Ms. Ahmed serves on its audit committee | No related-party transactions disclosed in QNST proxy involving Ms. Ahmed ; audit oversight skills transferable |
| Varo Bank | Financial services executive role | No specific QNST related-party transactions disclosed involving Ms. Ahmed ; independence affirmed by Board |
| blackcomputeHER | Non-profit board role | Non-commercial; no conflict disclosed |
Expertise & Qualifications
- Technical and digital product expertise from roles at Alphabet, Capital One, and Plum Perfect; executive experience in financial services at Bank of America and Varo Bank .
- Education: B.S. with Honors in Chemical Engineering (University of Virginia); M.B.A. (Columbia Business School) .
- Governance experience: Public company audit committee member at Pony AI; QNST Audit Committee member .
Equity Ownership
| Category | Amount | Notes |
|---|---|---|
| Beneficially owned shares | 98,137 | Represents ≤1% of outstanding common stock |
| Options exercisable within 60 days (included in beneficial ownership) | 50,000 | Aggregate outstanding options noted separately as 50,000 |
| Unvested RSUs (as of FY 2025 year-end) | 2,513 | Outstanding unvested RSUs |
| Ownership guidelines | 3x annual cash retainer for non-employee directors; all non-employee directors satisfied guidelines as of June 30, 2025 | Shares pledged do not count; unvested RSUs and options do not count |
| Hedging/pledging policy | Hedging and pledging prohibited | Applies to directors and officers |
Governance Assessment
- Independence and committee role: Independent director serving on an all-independent Audit Committee; Board confirms independence for all directors except CEO. This supports investor confidence in oversight of financial reporting, audit, related-party screening, and cybersecurity risk .
- Attendance and engagement: Board met four times and all directors met at least the 75% attendance threshold; however, no directors attended the 2024 annual meeting (attendance encouraged but not required), which may be a mild engagement optic to monitor .
- Alignment and incentives: Director pay mix emphasizes equity via annual service-vesting RSUs ($144,984) alongside modest cash ($55,000), encouraging alignment without short-term performance gaming; directors can elect options in lieu of cash but Ms. Ahmed had no FY 2025 option grant .
- Ownership discipline: Robust ownership guidelines (3x cash retainer) with confirmation of compliance for all non-employee directors; strict anti-hedging and anti-pledging policies reduce alignment risk .
- Conflicts: No related-person transactions disclosed involving Ms. Ahmed; the Audit Committee formally oversees related-person transactions under a written policy, providing structural conflict controls .
- Shareholder sentiment: Say-on-pay support was ~99% at the 2024 annual meeting, signaling broad shareholder approval of compensation governance, though primarily focused on executives rather than directors .
RED FLAGS
- No directors attended the 2024 annual meeting; while allowed by company policy, this could be perceived as lower shareholder engagement and merits monitoring in future cycles .
- No specific red flags disclosed regarding hedging/pledging, related-party transactions, or compensation repricing for Ms. Ahmed; policies explicitly prohibit hedging/pledging and require Audit Committee review of related-person transactions .
Overall signal: Independent audit committee membership, equity-heavy compensation, compliance with ownership guidelines, and absence of disclosed conflicts are supportive of governance quality; monitor annual-meeting attendance optics and any evolving external roles for potential perceived interlocks. **[1117297_0002077096-25-000112_ea0256555-01.htm:14]** **[1117297_0002077096-25-000112_ea0256555-01.htm:13]** **[1117297_0002077096-25-000112_ea0256555-01.htm:41]** **[1117297_0002077096-25-000112_ea0256555-01.htm:26]** **[1117297_0002077096-25-000112_ea0256555-01.htm:11]** **[1117297_0002077096-25-000112_ea0256555-01.htm:7]** **[1117297_0002077096-25-000112_ea0256555-01.htm:19]**