Lisa Stanton
About Lisa Stanton
Lisa Stanton, 61, has served as an independent director of Red Violet, Inc. since August 2021, and was appointed Audit Committee Chair on March 4, 2025. She brings over 25 years of financial services, technology, and data security experience, and has been designated an “audit committee financial expert” by RDVT’s Board under Item 407(d)(5)(ii) of Regulation S-K . Her tenure includes leadership roles at American Express, InAuth, Monitise, Citizens Financial Group, and First New Hampshire Bank .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| American Express | General Manager, Enterprise Strategy | Dec 2018 – Apr 2020 (retired) | Led enterprise strategy; retired in 2020 |
| InAuth (acquired by American Express) | CEO; later President post-acquisition | 2014 – 2018 | Digital security solutions; continued as President after AmEx acquisition |
| Monitise (U.S. division; Group; Americas) | Founder/CEO US; Group GM; President, Americas | 2007 – 2014 | Built mobile banking/payments platform footprint |
| Citizens Financial Group | Senior Vice President | 1996 – 2007 | Leadership across distribution, digital/mobile/online, card & payments |
| First New Hampshire Bank | Senior Vice President | 1991 – 1996 | Leadership roles including real estate & venture capital |
| Commercial Real Estate | Broker (CCIM designation) | Early career | CCIM credential |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Washington Trust Bancorp, Inc. | Director | Current | Board member of parent of The Washington Trust Company |
| Trulioo | Director | Jan 2020 – Jul 2021 | Board member, global identity verification provider |
| Nationwide Building Society (UK) | Advisor; Venture Investments Board member; Advisor to IT Resilience & Strategy Committee | Sep 2016 – Dec 2019 | Advisory roles to Board committees |
Board Governance
- Committees: Audit (Chair), Compensation (Member), Corporate Governance & Nominating (Member); all independent members .
- Audit Committee financial expert: Board determined Stanton meets the SEC definition .
- Meetings and attendance: Board held 8 meetings and 1 written consent in 2024; all directors attended at least 75% of Board and committee meetings and attended the 2024 Annual Meeting .
- Independence: Board affirmatively determined all directors serving during 2024, except the CEO, were independent; Stanton is independent .
| Committee | Role | Independent | 2024 Meetings |
|---|---|---|---|
| Audit | Chair (appointed Mar 4, 2025) | Yes | 5 |
| Compensation | Member | Yes | 5; plus 1 written consent |
| Corporate Governance & Nominating | Member | Yes | 2 |
Fixed Compensation
| Component | Amount (USD) | Period | Notes |
|---|---|---|---|
| Annual cash retainer | $25,000 | FY 2024 | Paid quarterly under Non-Employee Director Compensation Policy |
| Meeting fees | Not disclosed | — | No separate meeting fees disclosed |
| Committee chair/member cash fees | Not disclosed | — | Compensation appears primarily equity-based for committee service |
Performance Compensation
- Policy: Upon joining the Board, non-employee directors receive RSUs with ~$75,000 grant-date value, vesting in three equal annual installments; additional equity awards may be granted based on individual contribution and committee service .
- Options: None disclosed for directors; RDVT shows no outstanding options with a “—” weighted-average exercise price as of 12/31/2024 (RSUs and deferred shares only) .
| Award Type | Grant Date | Units | Grant-Date Fair Value | Vesting Schedule | Purpose |
|---|---|---|---|---|---|
| RSU | Apr 23, 2024 | 3,335 | $17.00 per unit ($56,695) | 669 on Dec 1, 2024; 1,333 on Dec 1, 2025; 1,333 on Dec 1, 2026 | Appointment to Audit Committee |
| RSU | Nov 4, 2024 | 6,720 | $30.04 per unit ($201,869) | One-third on Nov 1, 2025; Nov 1, 2026; Nov 1, 2027 | Board service (3,760) and Audit Committee service (2,960) |
| RSU | Mar 4, 2025 | 860 | Not disclosed | 216 on Nov 1, 2025; 322 on Nov 1, 2026; 322 on Nov 1, 2027 | Appointment as Audit Committee Chair |
Director Compensation (FY 2024):
| Name | Cash | Stock Awards (Grant-Date FV) | Total |
|---|---|---|---|
| Lisa Stanton | $25,000 | $258,564 | $283,564 |
Performance metrics tied to director compensation: Not disclosed; vesting is time-based for RSUs (no revenue/EBITDA/TSR metrics) .
Other Directorships & Interlocks
| Company | Relationship to RDVT | Potential Interlock Risk |
|---|---|---|
| Washington Trust Bancorp, Inc. | External bank; no RDVT-related transactions disclosed | No related-party ties disclosed with RDVT; low conflict risk based on proxy |
| Trulioo (prior) | Identity verification provider (prior directorship) | No RDVT-related transactions disclosed |
| Nationwide Building Society (prior advisory) | Financial institution (advisory role) | No RDVT-related transactions disclosed |
Expertise & Qualifications
- Financial services, technology, and data security depth; leadership roles across banks, payments, and digital security .
- Audit Committee financial expert designation; strong governance and financial oversight capability .
- International experience (UK advisory roles) and fintech/security M&A integration experience (InAuth acquisition by American Express) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding | Unvested RSUs (as of Record Date) | Vesting Details |
|---|---|---|---|---|
| Lisa Stanton | 11,570 | ~0.083% (11,570 / 13,950,797) | 1,666 (11/1/2025); 3,333 (1,667 on 12/1/2025; 1,666 on 12/1/2026); 2,666 (1,333 on 12/1/2025; 1,333 on 12/1/2026); 6,720 (one-third annually on 11/1/2025–11/1/2027); 860 (216 on 11/1/2025; 322 on 11/1/2026 & 11/1/2027) | See footnote details for specific vesting tranches |
- Shares pledged as collateral: Not disclosed .
- Ownership guidelines: Not disclosed in proxy .
Governance Assessment
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Strengths:
- Independent director with audit financial expert designation; now Audit Committee Chair overseeing auditor independence, internal controls, and related-party review .
- Strong attendance and engagement; Board and committees met regularly with all directors meeting at least 75% attendance in 2024 and attending the annual meeting .
- Section 16(a) compliance: Company reports no late or delinquent insider filings for 2024; positive governance signal .
- Equity alignment through RSUs including specific grants for Board and Audit Committee duties; clear time-based vesting schedules .
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Potential Risks/RED FLAGS:
- No disclosed conflicts or related-party transactions involving Stanton; Audit Committee policy requires pre-approval and fairness tests for any such transactions . No red flags identified specific to Stanton in the 2025 proxy.
- Compensation structure relies heavily on time-based equity (RSUs) rather than performance-based metrics; typical for directors but lowers explicit pay-for-performance linkage .
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Additional notes:
- Director compensation policy stable with $25,000 cash retainer and RSU grants at onboarding (~$75,000) plus incremental equity for committee service and chair responsibilities .
- Beneficial ownership is modest (<1%), with a detailed schedule of unvested RSUs enhancing alignment through future vesting .