Joanne Pace
About Joanne Pace
Independent Trustee nominee with deep buy-side and sell-side operating experience across Morgan Stanley, Credit Suisse, FrontPoint Partners, and Oppenheimer Funds. She has served as a trustee of the Invesco ETF Trusts since 2019 and is designated an “audit committee financial expert” under SEC rules. The proxy indicates she attended at least 75% of board and committee meetings in the most recent fiscal year for the ETF Board; QQQ’s board will mirror this structure upon conversion. Tenure on QQQ’s proposed board will commence if shareholders approve the conversion and slate of nine trustees.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Morgan Stanley Investment Management | Managing Director & Chief Operating Officer | 2006–2010 | Senior operating leadership for asset management platform |
| FrontPoint Partners, LLC | Partner & Chief Operating Officer | 2005–2006 | COO for alternatives platform |
| Credit Suisse | Managing Director; Global Head of HR (Exec Board/Operating Committee); Global Head of Operations & Product Control | 2003–2005; 2004–2005; 2003–2004 | Executive leadership across HR and finance/control functions |
| Morgan Stanley | Managing Director; Controller & Principal Accounting Officer; CFO (temp) for LTCM Oversight Committee | 1997–2003; 1999–2003; 1998–1999 | Principal accounting officer; crisis finance oversight (LTCM) |
| SECOR Asset Management, LP | Senior Advisor | 2010–2011 | Advisory capacity |
| Oppenheimer Funds complex | Trustee of certain funds | 2012–2019 | Fund governance |
| The Global Chartist Fund, LLC (Oppenheimer Asset Mgmt) | Lead Independent Director; Chair of Audit and Nominating Committees | 2011–2012 | Committee leadership |
| Managed Funds Association | Board Director | 2008–2010 | Industry advocacy |
| Morgan Stanley Foundation | Board Director; Investment Committee Chair | 2007–2010; 2008–2010 | Oversight of philanthropic investments |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| NewYork-Presbyterian Hospital – Leadership Council on Children’s and Women’s Health | Council Member | 2012–Present | Philanthropy/strategy council |
| Horizon Blue Cross Blue Shield of New Jersey | Board Director | 2012–2024 | Health insurer board service |
| Independent Directors Council (IDC) | Governing Council Member; Chair of Education Committee | 2016–2023; 2017–2021 | Industry governance/education leadership |
| The Alberleen Group LLC | Advisory Board Director | 2012–2021 | Advisory role |
| 100 Women in Finance | Board Member | 2015–2020 | Industry diversity and advocacy |
Board Governance
- Independence: Serves as an Independent Trustee on the Invesco ETF Board and is nominated as an Independent Trustee for QQQ post-conversion. The Audit, Investment Oversight, and Nominating & Governance Committees consist entirely of Independent Trustees.
- Committee assignments: Member, Audit Committee; Member, Nominating & Governance Committee. Not a committee chair.
- Financial expertise: Designated “audit committee financial expert” by the ETF Board.
- Attendance and engagement: Each trustee nominee attended at least 75% of board and relevant committee meetings in the most recent fiscal year; ETF Board generally meets five times per year.
- Board leadership: Independent Chair is Donald H. Wilson; Vice Chair is Ronn R. Bagge (also Nominating & Governance Chair). QQQ’s board is anticipated to adopt the same leadership and committee framework upon conversion.
- Context for QQQ: QQQ currently operates as a UIT with no board; upon shareholder approval of Proposals 1–3, a board will be installed mirroring the ETF Board structure.
Fixed Compensation
Notes:
- Independent Trustees are paid complex-wide fees determined by the ETF Board. Fees are allocated across funds; for funds with unitary/all-in fees, Invesco bears the cost. No pension or retirement benefits accrue as fund expenses. QQQ (as a UIT) did not pay trustee compensation; upon conversion, Invesco will similarly pay from its unitary fee.
Compensation received by Joanne Pace across Invesco ETF Trusts (fiscal-year groupings; amounts include deferred compensation, if any):
| Metric | FY End Aug 31, 2024 | FY End Oct 31, 2024 | FY End Apr 30, 2025 |
|---|---|---|---|
| Aggregate Compensation – Trust II | $110,158 | $27,380 | $158,845 |
| Aggregate Compensation – Self-Index/Active/India/Commodity Trusts | $51,197 (Self-Index) | $13,829 (Active); $1,059 (India); $6,349 (Commodity) | — |
| Total Compensation from Invesco Fund Complex | $363,333 | $366,667 | $376,667 |
Additional details:
- Deferred compensation: Footnotes note deferrals for certain trustees (Herget, Lim, Wilson). No deferral election for Pace is identified in the footnotes.
- Payment source: For unitary fee funds, Invesco pays trustee compensation; QQQ will follow the same approach post-conversion.
Performance Compensation
Independent Trustees do not receive performance-based compensation, stock options, or PSUs/RSUs under the ETF Board compensation framework; compensation is fee-based with optional deferral.
| Category | Disclosed Detail |
|---|---|
| Performance metrics tied to pay | None; Independent Trustee fees only (no PSU/RSU/options disclosed) |
| Clawbacks / COI pay provisions | Not disclosed for trustees |
Other Directorships & Interlocks
- Current public company directorships: None disclosed.
- Potential interlocks: Prior senior roles at Morgan Stanley and Credit Suisse; no related-party transactions with QQQ disclosed.
Expertise & Qualifications
- SEC-designated audit committee financial expert; extensive executive background spanning finance, accounting, operations, and HR in global financial institutions and asset managers.
- Governance credentials include Lead Independent Directorship and committee chairmanships in prior fund governance roles (Audit and Nominating).
Equity Ownership
- Beneficial ownership: As of June 30, 2025, each trustee nominee (including Pace) owned less than 1% of QQQ’s outstanding shares; Appendix D provides dollar value ranges of beneficial ownership for each nominee in the Fund Complex.
- Share pledging/hedging: No disclosure of pledged or hedged shares for trustees in the proxy extracts.
Governance Assessment
Positives
- Financial oversight strength: Audit Committee member with “audit committee financial expert” designation; deep finance and control background enhances audit quality.
- Independence and engagement: Independent committee structure; attendance at or above 75% threshold; independent chair-led board model supports rigorous oversight.
- Transparent, standardized trustee pay: Complex-wide fee framework with no performance incentives that could misalign oversight; no pension accrual; optional deferral available.
Watch items
- Limited ownership alignment disclosure: Only aggregate “<1%” ownership threshold disclosed for QQQ and dollar-range details are relegated to Appendix D; no explicit ownership guidelines stated for trustees.
- Multiple complex-wide compensation totals: Reported totals vary by fiscal-year grouping ($363,333 to $376,667); clarity on year-over-year comparability would benefit from the full Appendix F schedule.
- Structural transition risk: QQQ’s board is pending shareholder approval and conversion from UIT to open-end; initial Section 15 advisory review, committee policies, and service-provider contracts will be set post-approval.
Legal and conflicts
- Legal proceedings: None material for trustee nominees in the past ten years; no material adverse proceedings disclosed.
- Related-party exposure: Not disclosed; committee composition and independent chair model provide mitigants.