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Robert Dumont

Director at SCHOLASTICSCHOLASTIC
Board

About Robert L. Dumont

Robert L. Dumont (age 73) is an independent director of Scholastic Corporation (SCHL) serving since 2021. He is an attorney and principal of Robert Dumont PLLC, specializing in international private client and family office tax and estate planning; previously a partner at Baker & McKenzie LLP and leader of Deloitte Tax LLP’s international private client practice. He is a member of the New York Bar, the Bar of England and Wales (non‑practicing), and the Society of Trust and Estate Practitioners (STEP) .

Past Roles

OrganizationRoleTenureCommittees/Impact
Baker & McKenzie LLPPartnerPrior to Deloitte tenure (30+ years across large organizations)International private client/tax expertise
Deloitte Tax LLPLeader, International Private Client PracticePrior to founding Robert Dumont PLLCBuilt/led international private client practice

External Roles

OrganizationRole/StatusNotes
Robert Dumont PLLCPrincipalBoutique law firm focused on international private clients/family offices
Bar of the State of New YorkMemberActive member
Bar of England and WalesNon‑practicing solicitorCredentialed in UK jurisdiction
Society of Trust and Estate Practitioners (STEP)MemberProfessional trust/estate planning body

Board Governance

  • Committee assignments (FY2025/current):
    • Audit Committee member; committee chaired by James W. Barge. Post July 16, 2025, Milena Alberti and Anne Clarke Wolff replaced Davies and Young; Dumont remains a member .
    • Nominating & Governance Committee member (Chair: Andrés Alonso) .
  • Independence: The Board determined all FY2025 directors other than CEO Peter Warwick and Chair Iole Lucchese were independent (includes Dumont) .
  • Attendance: Five regular and one special Board meeting in FY2025; all incumbent directors attended ≥75% of Board and assigned committee meetings .
  • Lead Independent Director: James W. Barge (not Dumont) .

Fixed Compensation

ComponentFY2025 AmountNotes
Annual Board cash retainer$95,000Standard outside director retainer
Committee chair fees$0Dumont is not a committee chair; chair fees are $15k (HRCC/NG/Tech) and $20k (Audit) for chairs only
Lead Independent Director retainer$0$25,000 applies to LID (Barge), not Dumont

Performance Compensation

Grant/InstrumentGrant DateUnits/SharesGrant Date Fair ValueVestingDeferral Election
Annual RSU grant (2017 Outside Directors Plan)Sep 18, 2024~3,920 RSUs$124,970Earlier of first anniversary or next annual meeting (Sep 17, 2025)Dumont participates in RSU deferral program; vested RSUs (if deferred) pay out at end of Board service, with credited dividends during deferral

Program design: For FY2025, the Board set outside director equity at $125,000, 100% in RSUs; no stock options were granted to outside directors in FY2025 .

Other Directorships & Interlocks

CategoryDetail
Current public company boardsNone disclosed for Dumont
Committee interlocksCompany disclosed no HRCC interlocks; Dumont is not on HRCC

Expertise & Qualifications

  • Significant legal, tax, and policy expertise; experience advising family offices and heirs; executive leadership experience (supports Audit and Nominating work) .

Equity Ownership

ItemAmountAs of/Notes
Total beneficial ownership (Common)18,816 sharesIncludes direct, options exercisable within 60 days, and RSUs vesting within 60 days; <1% of outstanding
Directly held shares6,714As of record date (Jul 23, 2025)
Options exercisable within 60 days8,182Under 2017 Plan
RSUs vesting within 60 days3,9202017 Director Plan RSUs
RSUs outstanding (total)7,112At May 31, 2025 (reflects cumulative awards/deferrals)
Options outstanding (total)8,182At May 31, 2025 (no new options in FY2025)
Pledged sharesNone disclosed for DumontBarge has pledged shares; no pledge disclosure for Dumont
Director stock ownership guideline3× annual Board cash retainer; 5‑year phase‑inAdopted Sep 2023 for non‑employee directors

Governance Assessment

  • Strengths:
    • Independent director with deep tax/estate expertise; serves on Audit and Nominating & Governance—relevant to oversight of financial reporting and board composition .
    • Solid engagement: Board reports ≥75% attendance for all directors in FY2025 .
    • Pay alignment: Majority of compensation in equity RSUs that vest at/after the next annual meeting; Dumont also elected RSU deferral, extending alignment to end of service .
    • No related‑party transactions or hedging red flags disclosed for Dumont; company prohibits certain hedging and only occasionally permits pledging (no Dumont pledge) .
  • Considerations:
    • Not designated as the Audit Committee “financial expert” (that role is held by Barge), though Dumont’s tax background is additive .
    • Dual‑class control (Class A holders elect most directors) concentrates voting power; not Dumont‑specific but relevant to board accountability dynamics .

RED FLAGS

  • None specific to Dumont disclosed: no attendance issues, no related‑party transactions, no pledging, and compensation structure is standard for SCHL outside directors .

Notes on Director Compensation Program: FY2025 outside director pay consisted of $95,000 cash retainer plus ~$125,000 in RSUs vesting at the 2025 annual meeting. No options granted to directors in FY2025; Dumont’s stock awards totaled $124,970 and cash fees $95,000 (total $219,970) .