Roderick C. McGeary
About Roderick C. McGeary
Independent director of Raymond James Financial since 2015; age 74. He serves as Audit Committee Chair (since 2023) and is a member of the Risk Committee and the Nominating & Corporate Governance Committee; the Board designates him as an “audit committee financial expert.” A Certified Public Accountant with deep accounting/audit, leadership and technology risk experience, he is affirmatively determined independent under SEC and NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tegile Systems, Inc. | Chairman | 2010–2012 | Led governance for flash storage arrays company |
| BearingPoint, Inc. | Chairman; Interim CEO; Co-President & Co-CEO | 2004–2009; 2004–2005; 1999–2000 | Oversaw consulting firm during significant transitions |
| Brience, Inc. | Chief Executive Officer | 2000–2002 | Ran software company enabling personalized digital experiences |
| KPMG Consulting LLC | Managing Director | Apr–Jun 2000 | Senior leadership role in consulting |
| KPMG LLP | Co–Vice Chair of Consulting; Audit Partner (technology clients) | 1997–1999; 1980–1988 | Developed deep financial reporting/audit expertise |
External Roles
| Company | Role | Status / Tenure | Notes |
|---|---|---|---|
| PACCAR Inc. | Director | Current | Public company directorship |
| Cisco Systems, Inc. | Director | Former (past 5 years) | Public company directorship within last 5 years |
Board Governance
- Committee assignments: Audit (Chair since 2023), Risk (member), Nominating & Corporate Governance (member) .
- Independence: Board affirmatively determined McGeary is independent under SEC/NYSE rules .
- Financial expert: Identified by the Board as an “audit committee financial expert” and financially literate .
- Attendance and engagement: All nominees, including McGeary, attended 100% of Board and assigned committee meetings in fiscal 2024; the Board held 4 meetings, and the Audit, Risk, and N&CG Committees held 9, 4, and 4 meetings, respectively .
- Executive sessions: Non-executive directors hold executive sessions at least four times per year, led by the Lead Independent Director .
- Board tenure framework: Non-executive directors may serve no more than 15 years; McGeary has served since 2015 .
Fixed Compensation
| Component | Detail | FY2024 Amount |
|---|---|---|
| Annual cash fees | Retainer plus any chair fees earned | $157,500 |
| Equity award (director RSUs) | 1,711 RSUs granted Feb 22, 2024 at $116.83; vests at next annual meeting | $199,896; 1,711 units |
| Total FY2024 director compensation | Cash + stock award | $357,396 |
Director fee schedule (effective Feb 2025; unchanged vs prior year): Annual retainer $125,000; Shares Fee (RSU/DSU vesting in 1 year) $200,000; Audit Chair fee $40,000; N&CG Chair $25,000; C&T Chair $25,000; Risk Chair $40,000; Lead Director $50,000. Company does not pay meeting fees .
Performance Compensation
- Director equity program: Annual director awards are time-based RSUs/DSUs that vest on the first anniversary of grant; no performance metrics tied to director compensation are disclosed .
- Clawbacks/hedging/pledging: RJF maintains robust recoupment policies for executives and prohibits hedging and pledging by directors and executive officers; director equity pays dividend equivalents only upon vesting .
Other Directorships & Interlocks
- Current public boards: PACCAR Inc. (Director) .
- Former public boards (past 5 years): Cisco Systems, Inc. (Director) .
- Compensation Committee interlocks: McGeary was not a member of the Compensation & Talent Committee in fiscal 2024; no related-person conflicts disclosed for comp committee members (aside from a separate disclosure regarding a deceased director) .
Expertise & Qualifications
- CPA; deep accounting and auditing background; designated audit committee financial expert .
- Leadership/governance across multiple industries, including as chair/CEO; technology and technology risk oversight experience .
Equity Ownership
| Metric (as of Sep 30, 2024 unless noted) | Value |
|---|---|
| Shares of common stock beneficially owned | 20,087 |
| Unvested RSUs outstanding | 1,711 |
| Total shares/units held for director ownership policy | 21,798; ownership goal status: Met |
| Ownership as % of shares outstanding | Each director/NEO individually <1% |
| Pledged shares | None; no shares are pledged as security |
| Stock ownership guideline | Non-executive directors: 5x annual retainer; unvested time-based RSUs count |
| Trading restrictions | Prohibits short selling, hedging, and pledging by directors/executives |
Governance Assessment
Positive signals
- Independent Audit Chair with CPA credentials and “audit committee financial expert” designation; strengthens financial reporting oversight .
- 100% attendance across Board and committees; indicates strong engagement .
- Meaningful ownership; meets director ownership guideline; no pledging; hedging/pledging prohibited by policy .
- No related-person transactions disclosed involving McGeary; N&CG Committee oversees related-party policy .
- Overall governance environment: majority independent Board, executive sessions, proxy access, clawback policies; 2024 say‑on‑pay support at 83% suggests broad shareholder support for compensation governance .
Watch items
- Tenure and refresh: At ~10 years of service since 2015, he remains within the 15‑year limit; continued monitoring of committee rotation/refresh is prudent given age 74 and term policy .
- External commitments: Currently one outside public board (PACCAR) and formerly Cisco within 5 years; remains within RJF limit of ≤3 other public boards for nominees .
Insider filings
- Section 16(a) compliance: Company reports all required filings were made in FY2024 aside from certain named officers’ administrative late filings; no delinquency noted for McGeary .