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John Hele

Director at SoFi TechnologiesSoFi Technologies
Board

About John Hele

Independent director since May 2023; age 66. Former CFO and EVP of MetLife, with prior senior finance roles at ING and Arch Capital; began career at Merrill Lynch. Education: B.Math, University of Waterloo; Fellow of the Society of Actuaries, Fellow of the Canadian Institute of Actuaries, Member of the American Academy of Actuaries. Tenure on SoFi board: ~2.5 years as of April 15, 2025; currently chairs the Risk Committee and is deemed independent under Nasdaq rules.

Past Roles

OrganizationRoleTenureCommittees/Impact
MetLife, Inc.Chief Financial Officer and EVPSep 2012 – Sep 2019Led finance at global life insurer; large-scale risk and capital oversight relevant to SoFi’s risk governance
Resolution Life Group HoldingsBoard Member; later COO and PresidentDirector: Oct 2018 – Feb 2019; COO: Feb 2019 – Mar 2023; President: Feb 2019 – Jun 2023Managed closed block life portfolios; deepened expertise in risk transfer and asset-liability management
ING Groep NVMember of Executive Board; CFONot specifically datedSenior financial leadership; European regulatory exposure
Arch Capital Group Ltd. (Bermuda)CFO, Treasurer, EVPNot specifically datedInsurance finance and capital markets experience
Merrill Lynch & Co.Investment Banking (FIG) and Private Client Group11 yearsCapital markets and financial institutions advisory background

External Roles

OrganizationRoleTenureNotes
Portage AI Inc.Executive ChairmanSince Sep 2023AI technology company (private)
Resolution Re LimitedChairman and AdvisorSince Jul 2023Reinsurer of closed block life insurance (private)

Board Governance

AttributeDetail
IndependenceIndependent director under SEC/Nasdaq standards
Committee AssignmentsChair, Risk Committee; no other committee memberships listed
Risk Committee ExpertiseBoard designated Hele (and Freiberg) as having “risk management expertise” commensurate with SoFi’s profile
AttendanceIn 2024, only one director (Schwartz) was below 75%; all others (including Hele) met ≥75% of Board and committee meetings; all directors attended the 2024 Annual Meeting
Risk Committee ActivityMet 4 times in 2024; oversees enterprise-wide risk, IT/cybersecurity (incl. GLBA risk assessment), and BSA/AML program

Fixed Compensation

YearCash Fees ($)Notes
202482,500Reported total cash fees under the Non-Employee Director Compensation Policy
Policy ReferenceStandard annual cash retainers: Board member $50,000; Risk Committee Chair $25,000; other committee chair/member fees per schedule (pro-rated as applicable)

Performance Compensation

Grant DateInstrumentShares/UnitsGrant Date Fair Value ($)Vesting
Jul 8, 2024RSUs35,034222,466Vests in full on the earlier of the next annual meeting after the vesting commencement (Jul 14, 2024) or the 12-month anniversary

No performance-based equity (PSUs) disclosed for non-employee directors; annual equity is time-based RSUs intended to align with stockholder value via share price.

Other Directorships & Interlocks

CompanyPublic/PrivateRolePotential Interlock/Conflict
Portage AI Inc.PrivateExecutive ChairmanNone disclosed with SoFi counterparties
Resolution Re LimitedPrivateChairman and AdvisorNone disclosed with SoFi counterparties
Resolution Life Group HoldingsPrivateFormer Director (2018–2019)No current interlock disclosed

Expertise & Qualifications

  • Deep financial institution leadership and risk management background (CFO roles at MetLife, ING; insurance finance and ALM).
  • Actuarial credentials and quantitative training—FSA, FCIA, MAAA; B.Math (Waterloo).
  • Board-designated “risk management expertise” aligned with chair role on Risk Committee.

Equity Ownership

As ofBeneficial SharesOwnership %Components/Notes
Mar 31, 202535,034<1% (star)Includes 35,034 RSUs vesting within 60 days of record date, counted under SEC beneficial ownership rules; total shares outstanding 1,104,104,203

Director stock ownership guidelines require non-employee directors to hold shares equal to 5.0x annual cash retainer; if not in compliance, must retain at least 50% of net profit shares until compliant; majority of covered individuals were in compliance as of Dec 31, 2024 (remaining expected in 2025).

Governance Assessment

  • Board effectiveness: Hele chairs a highly active Risk Committee with formal oversight of enterprise risk, IT/cybersecurity, and BSA/AML—appropriate for a bank holding company; designated risk expertise strengthens second-line oversight.
  • Independence and engagement: Independent under Nasdaq; met required attendance thresholds; adds actuarial and insurance risk rigor to board deliberations.
  • Compensation alignment: Mix of modest cash fees ($82.5k in 2024) and time-based RSUs ($222.5k grant) is standard market practice for directors; no performance metrics on director pay (common to avoid operational conflicts).
  • Ownership alignment: Beneficial ownership of 35,034 shares and mandatory ownership policy (5x cash retainer with retention requirement) support alignment; no pledging/hedging permitted without approvals; margin trading prohibited.
  • Conflicts/related-party exposure: No related-party transactions involving Hele disclosed; related-party review governed by Nominating & Corporate Governance Committee policy.
  • RED FLAGS: None disclosed regarding attendance, related-party transactions, pledging/hedging, or legal proceedings tied to Hele.

Overall signal: Strong risk governance leadership with actuarial and insurance finance depth; standard, shareholder-friendly director pay structure; no disclosed conflicts—supportive for investor confidence in board oversight of risk and compliance.