Paul Peake
About Paul Peake
Paul Peake, age 42, joined Skillsoft’s Board in July 2024 and is classified as an independent director under NYSE standards. He serves on the Talent and Compensation Committee. Peake is General Counsel for Food, B2C and Edtech at Prosus Group (since January 2020), which indirectly controls MIH, Skillsoft’s largest shareholder; his education includes qualification as a lawyer from Nottingham Law School and a Master’s in EU Competition Law from King’s College London . The Board determined he is independent; he was designated to the Board by MIH pursuant to its director nomination rights .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Prosus Group | General Counsel, Food, B2C & Edtech | Jan 2020–present | Oversees legal for Prosus investments in food delivery, ecommerce, edtech; Prosus is largest SKIL shareholder via MIH . |
| eBay Group / StubHub | Senior legal roles; Head of Legal, StubHub International | Sep 2014–Jan 2020 | Led legal for international marketplace operations . |
| FIFA | Legal/Corporate roles | Prior to 2014 | Global sports organization experience . |
| adidas | Legal/Corporate roles | Prior to 2014 | Global consumer brand experience . |
| Volkswagen Group | Legal/Corporate roles | Prior to 2014 | Global industrial experience . |
| United Nations | Legal/Corporate roles | Prior to 2014 | International public sector experience . |
| Shoosmiths LLP (London) | Private practice lawyer | Career start | Foundational legal training . |
External Roles
| Organization | Type | Role | Tenure | Committee/Notes |
|---|---|---|---|---|
| iFoods Holdings B.V. | Private (Prosus portfolio) | Director | Sep 2023–present | Food delivery in Brazil . |
| Takealot Group | Private (Prosus portfolio) | Director | Mar 2022–present | Ecommerce, South Africa . |
| HeyBlu IFN S.A. | Private | Director | Dec 2022–Oct 2023 | Non-banking financial services . |
| Flink SE | Private | Supervisory Board member | May 2023–Aug 2024 | On-demand grocery delivery, Germany . |
Board Governance
- Committee assignments: Talent and Compensation Committee member; chair is Helena B. Foulkes. The Compensation Committee comprises Helena B. Foulkes (Chair), Jim Frankola, Karen G. Mills, and Paul Peake; all members are independent .
- Independence: Board deemed all directors independent except CEO/Executive Chair Ronald W. Hovsepian, Michael S. Klein, and Peter Schmitt; Peake is independent .
- Attendance: FY2025 held 13 Board meetings, 5 Audit, 6 Compensation, 3 Nominating; each incumbent director attended ≥75% of aggregate meetings of the Board and relevant committees, except Lawrence H. Summers. Seven of nine directors attended the 2024 annual meeting. The Board held at least four executive sessions (non-executive directors only), and at least one independent-directors-only session .
- Lead Independent Director: Lawrence H. Summers (since Aug 2024) .
- Director designation rights: MIH has rights to nominate directors proportionate to ownership (≥10% = ≥1 director; ≥20% = ≥2 directors). Peake and Fahd Beg serve as MIH Directors .
Fixed Compensation
| Component | Policy Amount | Paul Peake (FY2025) | Notes |
|---|---|---|---|
| Annual cash retainer | $50,000; waived effective Aug 1, 2024–Aug 1, 2025 (pro-rated before waiver) | $0 | MIH Directors are not compensated by the Company . |
| Committee membership fee | $10,000 per committee | $0 | Additional retainers not waived, but MIH Directors not paid . |
| Committee chair fee | $25,000 per committee chair | N/A | Not a chair . |
| Board Chair retainer | $50,000 | N/A | Role not applicable . |
| Lead Independent Director retainer | $25,000 | N/A | Role held by Summers . |
| Travel/meeting expenses | Reimbursed | N/A | General policy . |
Director Compensation Table confirms $0 cash and $0 stock awards for MIH Directors (Beg and Peake) in FY2025 .
Performance Compensation
| Equity Component | Standard Program (Non-Employee Directors) | Paul Peake (FY2025) | Vesting/Deferral |
|---|---|---|---|
| Annual RSU grant | Target $200,000; resulted in 20,306 RSUs for July 2024 grants (grant-date FV ≈ $336,064) and 20,306 RSUs for Aug 2024 grant (FV ≈ $294,640) | None | RSUs vest on first anniversary or next annual meeting; directors may elect to defer shares until separation or change in control under 2020 Plan . |
- Clawback policy: Compensation Committee oversees the company clawback policy .
Other Directorships & Interlocks
- MIH/Prosus interlock: Prosus Group (through MIH) beneficially owns ~41.8% of SKIL; MIH holds director designation rights and currently designates Peake (Prosus executive) and Beg. This creates a significant shareholder-director interlock and potential influence channel .
- Churchill Sponsor II agreement: Requires a Churchill-designated director on committees when the Sponsor owns >5% (Klein serves as Churchill Director), indicating structured board composition commitments .
Expertise & Qualifications
- Legal and global internet company experience; governance and strategy competency per skills matrix .
- Board skills matrix indicates competencies across corporate governance, M&A, executive leadership, global business, strategy, and technology/innovation for Peake .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Pledged Shares |
|---|---|---|---|
| Paul Peake | — | — | None of directors/officers had shares pledged as of May 19, 2025 . |
| Context: MIH Learning B.V. (Prosus) | 3,896,418 | 41.8% | Not disclosed as pledged; general statement applies . |
- Outstanding shares: 8,482,641 as of May 19, 2025 .
Governance Assessment
- Strengths: Independent classification; service on Compensation Committee with independent members; Board held executive sessions; attendance threshold met; clear related party transaction controls via Audit Committee; clawback oversight in Compensation Committee .
- Alignment concerns: As an MIH-designated director and a Prosus executive, Peake receives no Company director compensation or equity, limiting direct financial alignment with minority shareholders; he reported no beneficial ownership in SKIL common stock as of May 19, 2025 . This could reduce “skin-in-the-game” signaling.
- Potential conflicts (highlighted): Prosus-related agreements for off-the-shelf products totaling ~$0.8 million over three years (renewal), plus additional agreements in 2024 and 2025; all approved by the Audit Committee and stated to be at standard pricing. Nonetheless, Prosus’ 42% indirect ownership combined with board designation rights and Peake’s Prosus role warrants ongoing monitoring for related-party exposure and committee handling of conflicts .
- Board structure considerations: Staggered three-year terms may delay changes in control/management; Sponsor and MIH designation rights shape committee composition, which can dilute purely merit-based committee assignments but are disclosed and governed by charters .
RED FLAGS to watch: Concentrated shareholder control and director designation by MIH/Prosus ; absence of director equity or cash comp for MIH Directors (reduced alignment) ; multiple Prosus-related commercial agreements (mitigated by Audit Committee review) .