David Urban
About David Urban
David Urban is a non-employee director appointed to SAIC’s Board effective September 15, 2025, and has been assigned to the Audit Committee; the Board expanded from 11 to 12 members upon his appointment . He is a senior government affairs and public policy strategist with prior executive roles at ByteDance and American Continental Group, and he serves as a Senior Political Commentator for CNN; Urban is a graduate of West Point (BS), holds an MPA from the University of Pennsylvania, and a JD from Temple University . Urban is 61 years old per Virtu Financial’s 2025 proxy biography .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| ByteDance (parent of TikTok) | EVP, North American Corporate Affairs | Jul 2020–Jan 2022 | Led corporate affairs for major tech platform in regulated markets |
| American Continental Group | President | Jan 2002–Jul 2020 | Built bipartisan government affairs practice; strategic consulting across sectors |
| U.S. Senator Arlen Specter | Chief of Staff | 1997–2002 (five years) | Senior policy and legislative leadership |
| U.S. Army, 101st Airborne Division | Officer | 1986–1991 | Bronze Star award; leadership and operations background |
| CNN | Senior Political Contributor | 2018–present | Public policy commentary in national media |
| BGR Group | Managing Director | Apr 2022–present | Government relations and strategic communications leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| SAIC | Director; Audit Committee member | Effective Sep 15, 2025 | Board expanded to 12 directors on appointment |
| Virtu Financial (NASDAQ: VIRT) | Independent Director; Comp and Risk Committees | Since 2018 | Financial services, market-making |
| Eos Energy Enterprises (NASDAQ: EOSE) | Director | Since 2024 | Energy storage; governance and policy expertise |
| SubCom LLC (private) | Director | Since 2020 | Subsea fiber networks |
| Coinbase Global | Global Advisory Council member | Since Nov 2023 | Crypto exchange advisory role |
| Torridon Law PLLC | Of Counsel | Since Jun 2024 | Legal advisory |
| Kennedy Institute for the U.S. Senate; Johnny Mac Soldiers Fund | Board member | Ongoing | Non-profit governance |
Board Governance
- Committee assignments: Audit Committee member at SAIC as of effective date; Audit Committee members must be independent under Nasdaq and SAIC Corporate Governance Guidelines .
- Independence and related parties: Company disclosed no relationships or related transactions with Urban requiring reporting under Item 404(a) at appointment .
- Board size and structure: Board expanded from 11 to 12 directors; SAIC maintains independent, non-executive Chair and annual independence determinations .
- Attendance expectations: SAIC expects high commitment and restricts non-employee directors to no more than four other publicly traded boards; directors are expected to attend meetings and comply with the Code of Conduct .
- Audit Committee responsibilities include oversight of financial reporting, internal controls, auditor independence, and risk related to financial exposures .
Fixed Compensation
| Component | Annual Amount | Vesting/Payment | Notes |
|---|---|---|---|
| Board Cash Retainer | $125,000 | Paid quarterly | Standard non-employee director cash retainer |
| Committee Chair Retainer | $20,000 ($15,000 for Nominating Chair) | Paid quarterly | Applies to chairs; Audit Chair increased +$5,000 effective Jan 1, 2025 |
| Meeting Fees | $2,000 per meeting beyond standard number | As incurred | For Board/committee meetings beyond standard count |
| Equity (RSUs) | $170,000 grant-date fair value | Vests at next annual meeting or one year | Standard annual RSU grant to non-employee directors |
| Deferred Compensation Plan | Elective deferral of cash retainers/fees | Plan terms apply | Directors may defer 100% of cash fees |
- Urban will receive the standard cash and equity director compensation pro-rated until the 2026 Annual Meeting .
- SAIC prohibits hedging/pledging and requires pre-clearance for trades; directors must meet stock ownership guidelines (see below) .
Performance Compensation
| Performance Metric | Applies to Director Pay? | Details |
|---|---|---|
| Performance Stock Units (PSUs) | No | SAIC director equity is time-based RSUs; annual RSU grant vests at next annual meeting or one year |
| Annual bonus metrics | No | Directors do not receive STI/bonus; meeting fees only beyond standard |
SAIC’s performance metrics (revenue, adjusted EBITDA, adjusted operating cash flow, and rTSR) apply to executive NEO compensation, not to non-employee director pay .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Consideration |
|---|---|---|
| Virtu Financial (VIRT) | Director | Financial services; no disclosed SAIC related-party ties |
| Eos Energy (EOSE) | Director | Energy storage; no disclosed SAIC related-party ties |
| SubCom (private) | Director | Infrastructure supplier; no disclosed SAIC related-party ties |
| Advisory/Clients (prior/ongoing) | Advisor (e.g., Coinbase, ByteDance; past advisory to Lockheed Martin, Zoom, Comcast) | SAIC policy requires related-party transaction review; Audit Committee independence prohibits consulting/advisory fees from SAIC |
Expertise & Qualifications
- Public sector, defense and regulatory expertise from senior government service and Senate Chief of Staff role .
- Corporate affairs and strategic communications leadership in large, regulated technology environments (ByteDance) .
- Legal training and bar admissions; operational military leadership (Bronze Star), with degrees from West Point (BS), University of Pennsylvania (MPA), Temple University (JD) .
Equity Ownership
| Date | Filing | Beneficial Ownership | Notes |
|---|---|---|---|
| Sep 15, 2025 | Form 3 | 0 shares reported | Initial statement indicates no securities beneficially owned at appointment |
- Stock ownership guidelines: Directors must hold SAIC shares valued at least 5x annual cash retainer; 50% of unvested time-based RSUs count toward compliance; directors must retain shares acquired under equity programs until the target value is achieved .
- Trading restrictions: Hedging/pledging prohibited; pre-clearance required .
Governance Assessment
- Strengths: Deep federal/government networks and regulatory savvy aligned with SAIC’s customer base; Audit Committee placement underscores focus on governance and compliance; no related-party transactions disclosed at appointment .
- Alignment: Subject to SAIC’s robust director ownership guidelines and trading restrictions, which promote long-term alignment .
- Potential conflicts/commitments: Active roles at BGR Group and CNN plus multiple boards; SAIC limits non-employee directors to no more than four other public company boards (Urban currently sits on two: VIRT, EOSE), which fits policy; related-party transactions overseen by the Nominating & Corporate Governance Committee and prohibited for Audit Committee independence (monitor future proxy for independence confirmation) .
- Signals to investors: Appointment expanded Board capacity with audit oversight and Washington ties; compensation is standard and pro-rated; independence safeguards and related-party review processes are in place .
Note: Attendance data and SAIC independence determination for Urban will be disclosed in the next proxy cycle. As of appointment, no Item 404(a) related-party relationships were reported .