Allison Landry
About Allison Landry
Allison Landry is QXO’s Lead Independent Director since June 6, 2024. She was a senior transportation research analyst at Credit Suisse (2005–2021) and previously a financial analyst and senior accountant at OneBeacon Insurance (now Intact Insurance Specialty Solutions). She serves as vice chair of XPO, Inc.’s board, holds an MBA from Boston University’s Questrom School of Business and a BA in psychology from College of the Holy Cross. Age 45; director since 2024.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Credit Suisse | Senior Transportation Research Analyst (covering trucking, railroad, airfreight, logistics) | Sep 2005 – Jul 2021 | Equity markets expertise; sector financial analysis |
| OneBeacon Insurance (now Intact Insurance Specialty Solutions) | Financial Analyst and Senior Accountant | Prior to 2005 | Finance and accounting foundation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| XPO, Inc. (NYSE: XPO) | Vice Chair, Board of Directors | Current | Public company directorship; logistics/technology exposure |
Board Governance
- Lead Independent Director since June 6, 2024, with defined responsibilities: presides over executive sessions, liaises between chair and independents, can call meetings; term at least one year.
- Committee assignments: Chair, Compensation and Talent Committee; Member, Audit Committee; Member, Nominating, Corporate Governance and Sustainability Committee (joined NCGS in Oct 2024).
- Independence: Board determined Landry and all directors except Brad Jacobs and Mario Harik are independent under NYSE rules; Audit and Compensation committees comprised entirely of independent directors.
- Attendance: Board met 9 times in 2024; each director attended ≥75% of aggregate meetings; 100% attendance at 7 of 9 board meetings; committees had 100% attendance by each member.
Fixed Compensation
- Director compensation policy (effective post-June 2024): annual cash retainer $100,000; expected annual time-based RSUs worth $175,000; no meeting fees. Lead Independent Director receives +$30,000 cash; Audit Chair +$25,000; Compensation Chair +$20,000; NCGS Chair +$20,000. Payable quarterly in arrears.
- 2024 actual (pro-rated from June 6, 2024): RSU grant on July 30, 2024 of 14,523 RSUs ($175,002 grant-date value); cash fees $47,951.
| Component | 2024 Amount ($) | Notes |
|---|---|---|
| Annual Cash Retainer (pro-rated) | 47,951 | Includes base retainer and pro-rated Lead Independent (+$30k) and Compensation Chair (+$20k) supplements |
| RSUs (time-based) | 175,002 | 14,523 RSUs granted July 30, 2024; unvested RSUs outstanding 14,523 at 12/31/2024 |
| Meeting Fees | 0 | Company pays no meeting fees |
Performance Compensation
- No director options or performance-based equity disclosed; director equity is time-based RSUs.
- No director cash bonus program disclosed.
| Metric | Target | Actual/Terms | Notes |
|---|---|---|---|
| Equity type | RSUs | Time-based; annual director grants | No PSUs/options for directors indicated |
| Grant date | — | July 30, 2024 | 14,523 RSUs to each continuing non-employee director |
| Vesting schedule | — | Not specified for directors | Unvested RSUs outstanding at YE 2024 shown |
Other Directorships & Interlocks
| Company | Role | Interlocks/Relationships | Potential Impact |
|---|---|---|---|
| XPO, Inc. | Vice Chair | QXO Chair/CEO Brad Jacobs is Executive Chairman of XPO; QXO Director Mario Harik is CEO of XPO | Cross-board ties may raise perceived independence concerns despite formal independence designation |
| RXO, Inc. | — | QXO Director Mary Kissel is Vice Chairman of RXO | Broader Jacobs ecosystem ties on QXO board |
| GXO Logistics, Inc. | — | QXO Director Marlene Colucci is Vice Chair of GXO | Ecosystem interlocks |
Expertise & Qualifications
- Equity markets and investor perspectives from 16 years covering transportation/logistics at Credit Suisse; relevant to chairing Compensation & Talent.
- Financial analysis in transportation sector; supports Audit Committee service.
- Education: MBA (Boston University Questrom), BA in psychology (College of the Holy Cross).
Equity Ownership
| Holder | Common Shares Beneficially Owned | % of Common | Convertible Preferred Shares | Notes |
|---|---|---|---|---|
| Allison Landry | 49,272 | <1% | 100 | Includes 21,900 shares issuable upon exercise of warrants and 21,901 shares issuable upon conversion of preferred; beneficial ownership defined by SEC rules within 60 days |
Governance Assessment
- Strengths: Lead Independent Director role provides counterbalance to a non-independent chair; committees fully independent; Landry chairs Compensation and sits on Audit and NCGS, indicating broad governance engagement. Committee and board attendance disclosures suggest high engagement.
- Alignment: Director pay structure mixes cash retainer with equity RSUs, promoting shareholder alignment; Landry invested directly/indirectly in QXO via the Investment Agreement, further aligning incentives.
- Independence: Board affirmed Landry’s independence under NYSE standards; Audit and Compensation composition meets independence requirements.
- Related-party/Interlocks: Multiple interlocks with companies in the Jacobs ecosystem (XPO, GXO, RXO) on QXO’s board could be perceived as a soft independence risk, especially for Compensation chair oversight of CEO pay, though formal independence is affirmed.
RED FLAGS
- Ecosystem interlocks: Landry (XPO vice chair) with Jacobs (XPO Executive Chairman) and Harik (XPO CEO) on QXO’s board could create perceived influence channels over compensation and governance, warranting investor monitoring despite formal independence.
- Investor control rights: JPE (controlled by Jacobs) has designation rights over a majority of board seats at current ownership levels, increasing governance concentration; independent leadership roles are important mitigants.