Andrea Wong
RobloxAbout Andrea Wong
Andrea Wong, age 58, has served on Roblox’s Board since August 2020 and currently sits on the Leadership Development & Compensation Committee (LDCC) and the Nominating & Corporate Governance Committee (NCGC). She is independent under NYSE rules. Wong holds a BS in electrical engineering from MIT and an MBA from Stanford GSB, with senior leadership experience at Sony Pictures Entertainment, Lifetime Entertainment Services, and ABC/Disney .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Sony Pictures Television / Sony Pictures Entertainment | President, International Production; President, International | Sep 2011–Mar 2017 | Senior global operating roles in media programming |
| Lifetime Entertainment Services | President & CEO | Apr 2007–Apr 2010 | Led network operations and strategy |
| ABC, Inc. (The Walt Disney Company) | EVP, Alternative Series, Specials & Late Night; prior roles | Aug 1993–Mar 2007 | Programming leadership across multiple formats |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| Liberty Media Corporation | Director | Since Sep 2011 | Media/communications conglomerate |
| QVC Group, Inc. (“QVC”) | Director | Since Apr 2010; retiring at 2025 annual meeting | Will not stand for re‑election in 2025 |
| Hudson Pacific Properties Inc. | Director | Since Aug 2017 | REIT with studio/office assets |
| Hudson’s Bay Company | Director (prior) | Not disclosed | Prior public board |
| Oaktree Acquisition Corp; Oaktree Acquisition Corp II; Social Capital Hedosophia Holdings Corp | Director (prior) | Not disclosed | SPAC board experience |
Board Governance
| Committee | Role | Chair | Meetings in 2024 |
|---|---|---|---|
| Leadership Development & Compensation (LDCC) | Member; Former Chair | Jason Kilar (Chair since Mar 2025); Wong was Chair Mar 2021–Mar 2025 | 7 |
| Nominating & Corporate Governance (NCGC) | Member | Anthony P. Lee | 3 |
- Independence: The Board determined Ms. Wong is independent under NYSE listing standards .
- Attendance: The Board met 7 times in 2024; each director attended at least 90% of Board and applicable committee meetings; all directors attended the 2024 annual meeting .
- Committee independence and charters: All Board committees are comprised solely of independent directors, operating under NYSE/SEC-compliant charters .
- Executive sessions and governance hygiene: Board holds executive sessions; highlights include strong lead independent director, no director overboarding, stock ownership guidelines, and annual self-evaluations .
Fixed Compensation (Director Pay – FY2024)
| Component | Amount (USD) | Detail |
|---|---|---|
| Annual cash retainer | $90,000 | Outside Director Compensation Policy |
| LDCC Chair fee (2024) | $20,000 | Committee chair fees per policy; Wong chaired LDCC through Mar 2025 |
| NCGC member fee | $10,000 | Committee member fee per policy |
| Total cash earned (Wong, 2024) | $120,000 | As reported in Director Compensation Table |
Performance Compensation (Director Equity – FY2024)
| Award Type | Grant Date | Shares/Units | Grant Date Fair Value Per Share | Aggregate Grant Date Fair Value | Vesting & Terms |
|---|---|---|---|---|---|
| RSU (Annual Award) | May 30, 2024 | 3,667 | $33.15 | $243,122 | Vests 1/4 on Aug 20, 2024; 1/4 Nov 20, 2024; 1/4 Feb 20, 2025; remaining 1/4 on earlier of day prior to 2025 annual meeting or May 30, 2025; COC—unvested RSUs fully vest |
- Annual RSU sizing framework: Annual Award ≈ $270,000; shares determined by 20‑day average price; quarterly vest dates are Feb 20, May 20, Aug 20, Nov 20; maximum annual director comp cap $750,000 .
Other Directorships & Interlocks
| Topic | Detail |
|---|---|
| Compensation committee interlocks | None; LDCC members are not company officers; no cross‑board executive interlocks in past year |
| Related party transactions oversight | ACC reviews and approves/disapproves related‑party transactions >$120,000; policy includes standing pre‑approvals for standardized items |
Expertise & Qualifications
- Media programming leadership across platforms; executive leadership in entertainment sector; extensive board experience .
- Committee work on compensation governance, succession planning, and trust & safety oversight via NCGC .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership | 45,827 Class A shares held by the Andrea L Wong Living Trust; Wong is trustee |
| Ownership % of outstanding | Less than 1% (based on 628,477,206 Class A and 48,293,658 Class B outstanding as of Feb 28, 2025) |
| Unvested director RSUs (12/31/2024) | 3,667 RSUs outstanding (schedule as above) |
| Director stock ownership guidelines | 5× annual cash retainer; compliance due by May 11, 2027 or 5‑year anniversary; as of proxy date, each non‑employee director either meets or has time to comply |
| Hedging/pledging | Prohibited for all directors and employees; options trading/derivatives also prohibited |
Governance Assessment
- Strengths: Independent status; multi‑year LDCC leadership including Chair role (Mar 2021–Mar 2025); high attendance; transparent, formulaic director equity grants; prohibitions on hedging/pledging; formal ownership guidelines .
- Alignment: Holds 45,827 shares via trust; annual RSU grants vest over four installments with full vesting on change‑in‑control, typical for directors; cap on total director compensation .
- Conflicts & interlocks: No LDCC interlocks; ACC oversees related‑party policies; Board highlights “no director overboarding” and prohibits competing board service; Wong’s current external boards appear within Roblox’s limit of no more than four additional public boards .
- Attendance/engagement: ≥90% attendance and presence at the 2024 annual meeting support active engagement .
RED FLAGS
- None disclosed regarding related‑party transactions, hedging/pledging, or low attendance. Note: Director RSUs accelerate on change‑in‑control, a common but shareholder‑sensitive feature to monitor in control situations .