Meg Reynolds
REPUBLIC SERVICESAbout Meg Reynolds
Meg Reynolds (age 60) is an independent director of Republic Services, Inc. since July 2023. She is Co‑Founder, Principal and Portfolio Manager at Westwood Global Investments, with over 30 years as a portfolio manager and prior analyst roles at Fidelity and Putnam; the Board designates her as an “audit committee financial expert.” She serves on the Audit Committee and the Sustainability & Corporate Responsibility Committee and is classified independent by the Board under NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Westwood Global Investments | Co‑Founder, Principal, Portfolio Manager | 2003 – Present | Capital markets and risk oversight; assessment of capital allocation; sustainability perspective |
| Fidelity Investments | Portfolio Manager, Latin America; Analyst & Associate PM roles | 1995 – 2003 | Global macro/capital markets insights relevant to RSG strategy |
| Putnam Investor Services | Analyst & Associate roles | 1986 – 1995 | Foundational investment analysis experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Catholic Schools Foundation | Board Member; Member, Investment Committee | Not disclosed | Investment oversight |
| Kelly Brush Foundation | Board Member; Chair, Finance Committee; Member, Grant Committee | Not disclosed | Financial governance; grant oversight |
| Dana‑Farber Cancer Institute | Board Member; Member, Finance Committee | Not disclosed | Financial oversight |
| Women’s Foundation of Boston | Board Member; Member, Investment Committee; Member, Allocations Committee | Not disclosed | Investment and allocations oversight |
Board Governance
| Committee | Role | 2024 Meetings | Designations/Notes |
|---|---|---|---|
| Audit Committee | Member | 5 | Designated an “audit committee financial expert” (Item 407 Reg S‑K) |
| Sustainability & Corporate Responsibility Committee | Member | 4 | Quarterly oversight of sustainability goals and JV updates |
| Board Attendance | — | Board held 5 meetings | Each director attended ≥75% of Board and assigned committee meetings; regular executive sessions of non‑employee directors |
| Independence | — | — | Board determined Ms. Reynolds is independent under NYSE standards |
| Shareholder Engagement | — | — | Multiple directors (board‑led) engaged with top shareholders in 2024 outreach (57% of shares outstanding engaged) |
Fixed Compensation
| Component (Non‑Employee Directors) | 2024 Amount/Structure | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Prorated if partial year; no meeting fees |
| Committee chair retainers | $20,000 (T&C, Governance, S&CR, Finance); $25,000 (Audit) | Applies if chair; not applicable to Ms. Reynolds in 2024 |
| Board Chair additional retainer | $168,750 (prorated 2024; increased to $180,000 effective Oct 2024) | For Chairman Kadre; structure reference only |
| Equity (RSUs) | $230,000 grant‑date fair value | Annual grant to non‑employee directors; fully vested upon grant; settled at separation or 3 years unless deferred |
| Ms. Reynolds – 2024 cash | $100,000 | As reported in Director Compensation table |
| Ms. Reynolds – 2024 stock award (RSUs) | $230,091 | Grant‑date fair value (FASB ASC 718) |
| Ms. Reynolds – 2024 total | $330,091 | Sum of cash and RSUs |
| Annual RSU grant details (general) | 1,395 RSUs on Jan 2, 2024 at $164.94 | For non‑employee directors except Linebarger (prorated); dividend equivalents in RSUs |
| Ownership guidelines (directors) | $750,000 within 5 years of first full annual grant | All independent directors with ≥5 years on Board meet guideline; Ms. Reynolds is within 5‑year window |
Performance Compensation
- Non‑employee directors do not receive performance‑based bonuses or PSUs/options; compensation is cash retainers plus an annual RSU grant (fully vested at grant, settlement timing as described). No meeting fees are paid .
- Clawback policy is more robust than SEC/NYSE requirements (company‑wide governance feature); anti‑hedging and anti‑pledging policies apply to directors .
Other Directorships & Interlocks
| Item | Detail |
|---|---|
| Current public company directorships | None disclosed for Ms. Reynolds (bio lists investment firm and non‑profit boards only) |
| Noted interlocks/potential conflicts | Board considered that the Gates Foundation Trust is a current client of Westwood Global Investments (where Ms. Reynolds is co‑founder and principal). It also considered that Michael Larson (RSG director) is CIO for William H. Gates III/Gates Foundation Trust and Thomas W. Handley is a senior advisor/former COO of the Gates investment office. The Board determined independence is not impaired for these directors |
| Related‑party transactions | Company reports no related‑party transactions requiring disclosure since Jan 1, 2024 (outside of standard director/NEO compensation) |
Expertise & Qualifications
- Capital markets and macro: 30+ years as PM across international/emerging markets; deep perspective on capital allocation and investor expectations .
- Audit/controls: Designated audit committee financial expert; experience in financial reporting and internal controls .
- Sustainability: Brings sustainability understanding relevant to RSG’s platform for growth .
- Stakeholder engagement: Robust non‑profit board experience and multi‑stakeholder governance .
Equity Ownership
| Holder | Beneficial Shares | RSUs (vested+unvested) | Options | Notes |
|---|---|---|---|---|
| Meg Reynolds | 37 | 3,237 | 0 | Beneficial ownership <1% of outstanding shares; no stock options outstanding for any directors as of Mar 24, 2025 |
Additional alignment policies:
- Anti‑hedging and anti‑pledging policy applicable to directors .
- Director ownership guideline: $750,000 within five years (Ms. Reynolds in compliance window) .
Governance Assessment
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Strengths
- Independent director; Audit Committee and S&CR member; designated audit committee financial expert, enhancing financial oversight and sustainability governance .
- Strong capital markets background aligns with RSG’s capital allocation and risk management needs; Board‑led investor engagement indicates active oversight and responsiveness to shareholders .
- Director pay mix emphasizes equity (annual RSUs), with robust stock ownership guidelines and anti‑hedging/pledging policies to align with shareholders .
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Watch items / potential conflicts
- Interlock risk: Westwood Global’s client relationship with Gates Foundation Trust (RSG’s largest shareholder is Gates/Cascade) alongside other directors’ Gates ties. The Board reviewed and determined independence is not impaired; continue monitoring for perceived influence over audit, compensation or strategic decisions .
- Attendance detail is aggregated (≥75% threshold met by all directors); absence of individual attendance percentages reduces transparency, though overall compliance noted .
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Other notes
- No related‑party transactions reported; no Section 16(a) filing delinquencies in 2024, supporting governance hygiene .