Raymond W. McDaniel, Jr.
About Raymond W. McDaniel, Jr.
Raymond W. McDaniel, Jr. (age 67) is a non-executive, independent director of RJF since 2023, currently serving on the Risk Committee and the Compensation & Talent Committee; he served on the Audit Committee until August 2024 . He is the former Chairman, CEO and President of Moody’s Corporation and Moody’s Investors Service, with 15 years as a CEO, and is a member of the State Bar of New York (1984) . He brings substantial executive leadership, risk management, and corporate governance expertise from global financial services, with board service including John Wiley & Sons, Inc. .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Moody’s Corporation | Non-executive Chairman | 2021–2023 | Governance oversight at holding company |
| Moody’s Corporation | Director | 2003–2023 | Long-tenured board member |
| Moody’s Corporation | President & CEO | 2012–2020 | Led strategic/product initiatives and financial performance |
| Moody’s Corporation | Chairman & CEO | 2005–2012 | Executive leadership of global ratings enterprise |
| Moody’s Corporation | Chief Operating Officer | 2004–2005 | Operations leadership |
| Moody’s Investors Service | Chief Executive Officer | 2007–2020 | Managed core ratings subsidiary |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| John Wiley & Sons, Inc. | Director (current) | Not disclosed | Public company board service |
| Muhlenberg College | Board of Trustees member | 2015–present | Higher education governance |
| Council for Economic Education | Board of Directors member | 2003–2005 | Economic education advocacy |
| State Bar of New York | Member | Since 1984 | Professional legal credential |
Board Governance
- Independence: The Board affirmatively determined McDaniel is independent under NYSE and SEC rules .
- Committee assignments: Risk Committee member; Compensation & Talent Committee member since August 2024; previously Audit Committee member until August 2024 .
- 2024 meeting attendance: 100% of Board and committee meetings for all director nominees, including McDaniel .
- Board practices: Lead independent director framework, executive sessions at least four times per year, and robust clawback policies; prohibitions on hedging and pledging of company stock .
| Committee | Role | Notes | FY2024 Meetings |
|---|---|---|---|
| Risk | Member | Ongoing risk oversight; independent committee | 4 |
| Compensation & Talent | Member (since Aug 2024) | Oversees senior management compensation, succession, HCM; independent committee | 6 |
| Audit | Member (until Aug 2024) | Financial reporting oversight; independent committee | 9 |
Fixed Compensation (Director)
| Component | FY2024 Actual | Structure/Policy |
|---|---|---|
| Annual cash fees | $122,500 | Annual retainer $125,000 (unchanged for period commencing Feb 2025); no meeting fees |
| Committee chair fees | Not applicable to McDaniel | Chair fees: Audit $40,000; Risk $40,000; N&CG $25,000; C&T $25,000 |
| Lead Director fee | Not applicable to McDaniel | $50,000 (if applicable) |
| Indemnification | Indemnification agreement in place | Per 8-K Exhibit 10.1 framework (Mar 6, 2019) |
Performance Compensation (Director)
| Award Type | Grant Date | Units | Grant Date Fair Value | Vesting | Total Value |
|---|---|---|---|---|---|
| RSU | Feb 22, 2024 | 1,711 | $116.83 per unit | Vests at next annual meeting | $199,896 |
- Equity delivery mix: time-based RSUs; directors may elect DSUs starting with Feb 2025 grants, settled either 2–5 years after vesting or upon separation .
- Performance metrics: No performance-based metrics disclosed for director equity; awards are time-based to align long-term interests .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public boards | John Wiley & Sons, Inc. |
| Prior public boards (past 5 yrs) | Moody’s Corporation |
| C&T Committee interlocks | None disclosed for McDaniel; committee had no officers or former officers; no disclosable related person transactions for members (except noted for Mr. Dutkowsky separately) |
Expertise & Qualifications
- Finance management and risk oversight: Substantial executive leadership, regulated industries experience, corporate governance and strategy .
- Financial services and global markets: Proven track-record navigating worldwide markets and product strategy .
- Legal credential: Member, State Bar of New York .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Shares of common stock | 1,846 | Beneficially owned |
| RSUs outstanding | 1,711 | As of Sep 30, 2024 |
| Total shares/units held | 3,557 | Shares + RSUs |
| Ownership guideline | 5x annual retainer | Applies to non-executive directors |
| Compliance status | Not yet met | Expected to attain within prescribed period |
| Hedging/pledging | Prohibited | Per Share Ownership Requirements and Trading Limitations |
Governance Assessment
- Board effectiveness: McDaniel’s deep risk and governance background from Moody’s strengthens RJF’s Risk and Compensation oversight; independence and 100% attendance bolster reliability of oversight .
- Alignment and incentives: Director pay is balanced—$122,500 cash plus $199,896 in time-based RSUs—consistent with RJF policy and peer benchmarking via independent consultant; DSU election option enhances long-term alignment .
- Ownership alignment: He is subject to 5x retainer ownership guidelines and is not yet at target but is expected to meet within the required timeline; hedging and pledging prohibitions reduce misalignment risk .
- Conflicts/related-party exposure: No related person transactions disclosed for McDaniel; Compensation Committee notes no insider participation or interlocks for members (except separate disclosure for Mr. Dutkowsky), mitigating conflict risk .
- Signals: Reassignment from Audit to Compensation & Talent in August 2024 signals the Board’s use of his CEO-level compensation and governance expertise; continued membership on Risk aligns with his risk management credentials .
RED FLAGS: None disclosed specific to McDaniel. Monitoring items include progress to meet director ownership guideline and continued independence under NYSE/SEC rules as outside roles evolve .