Jim Frankola
About Jim Frankola
Independent director since July 2024 (Age 60). He brings deep public-company finance and audit expertise as former CFO of Cloudera, Yodlee, and Ariba; currently serves on three SKIL board committees. Education: BS in Accounting (Penn State) and Master’s in International Business & Finance (NYU Stern). The Board deems him independent and an “audit committee financial expert.” Tenure at SKIL: ~1 year at the time of the 2025 proxy .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cloudera, Inc. | Chief Financial Officer | 2012–2021 | Led finance for enterprise data cloud company |
| Yodlee, Inc. | Chief Financial Officer | 2010–2012 | Scaled data aggregation/analytics platform |
| Ariba | Chief Financial Officer | 2001–2008 | Enterprise procurement/software finance leadership |
| IBM; Avery Dennison | Senior finance/business roles | Not specified | Various senior positions |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ansys, Inc. (Nasdaq: ANSS) | Director; Audit Committee Chair | Since Mar 2021 | Chairs audit; significant governance influence |
| 23andMe Holding Co. (OTC: MEHCQ) | Director | Since Oct 2024 | Board member |
| Cvent Holding Corp. (Nasdaq: CVT) | Director (prior) | 2021–2023 | Board member |
| ActivIDentity Corporation | Director (prior) | 2006–2010 | Board member |
| Vectara; Narada (AI startups) | Advisor | Current | Early-stage AI advisory |
Board Governance
- Committee assignments: Member, Audit; Talent & Compensation; Nominating & Governance. Chairs are Karen G. Mills (Audit), Helena B. Foulkes (Compensation), and Lawrence H. Summers (Nominating & Governance). Frankola is not a chair at SKIL .
- Independence: Independent under NYSE standards; designated audit committee financial expert alongside Foulkes and Mills .
- Attendance and engagement: FY2025 held 13 Board, 5 Audit, 6 Compensation, 3 Nominating meetings; all incumbent directors attended ≥75% except Summers—implying Frankola met the attendance threshold. Board held at least four executive sessions of non‑executive directors and at least one session of independent directors .
- Policies: Company prohibits hedging and pledging; no directors/officers had shares pledged as of May 19, 2025 .
Fixed Compensation
| Component (FY2025) | Amount ($) | Notes |
|---|---|---|
| Annual Cash Retainer (pro‑rated pre‑Aug 1, 2024) | 1,733 | Board waived general $50,000 annual retainer from Aug 1, 2024 to Aug 1, 2025 |
| Audit Committee membership fee | 5,380 | Annual committee member fee |
| Compensation Committee membership fee | 4,239 | Annual committee member fee |
| Nominating & Governance Committee membership fee | 4,239 | Annual committee member fee |
| Total cash fees | 15,591 | Sum of cash components |
Performance Compensation
| Grant Type | Grant Date | Shares (#) | Grant-Date Fair Value ($) | Vesting |
|---|---|---|---|---|
| RSUs (annual director grant) | Aug 29, 2024 | 20,306 | 294,640 | Vest on first anniversary or next annual meeting, subject to service; directors may elect deferral under 2020 Plan |
No performance-conditional director equity at SKIL; director awards are time-based RSUs with annual cadence .
Other Directorships & Interlocks
- Interlock: SKIL’s CEO/Executive Chair, Ronald W. Hovsepian, serves as Chairman of Ansys; Frankola chairs Ansys’ Audit Committee—creating an information-flow interlock through shared external board service .
- Major shareholder relationships: Prosus/MIH holds ~41.8% of SKIL; related-party agreements with Prosus affiliates were approved by SKIL’s Audit Committee and priced per standard policies (not involving Frankola) .
Expertise & Qualifications
- Skills matrix highlights: Accounting/Financial Management; Human Capital; Corporate Governance; Finance & Capital Markets; M&A; Executive Leadership; Global Business; Strategy; Technology/Innovation; Artificial Intelligence; ESG .
- Audit committee financial expert designation underscores depth in reporting and controls .
Equity Ownership
| Item (as of May 19, 2025) | Amount |
|---|---|
| Total beneficial ownership (shares) | 25,000 |
| Ownership as % of shares outstanding | * (<1%) |
| Unvested RSUs outstanding (typical for non‑employee directors at FY-end) | 20,306 |
| Pledged shares | None (pledging prohibited; none pledged by directors/officers) |
| Hedging policy | Hedging transactions prohibited under Insider Trading Policy |
Governance Assessment
- Positive signals:
- Independent director with audit chair experience at a large-cap technology peer; designated audit financial expert at SKIL—supports strong oversight of reporting, controls, and related-party reviews .
- Multi‑committee participation (Audit, Compensation, Nominating) and ≥75% attendance indicate engagement .
- Cash retainer waiver in FY2025 tilts compensation mix toward equity, reinforcing alignment with shareholders .
- Anti‑hedging/pledging policy with no pledges reported—reduces misalignment risks .
- Monitoring areas / potential conflicts:
- Ansys interlock with SKIL’s CEO/Executive Chair could create perceived influence channels; mitigated by SKIL’s independent committee structures and designated Lead Independent Director .
- Prosus/MIH related‑party transactions exist at SKIL due to major shareholder; Audit Committee approval and standard pricing disclosed; not linked to Frankola .
- Net view: Strong finance/audit credentials and committee breadth support board effectiveness; limited direct conflict exposure, with one notable external interlock to monitor for information flow and independence optics .