Jill Greenthal
TaskUsAbout Jill Greenthal
Jill Greenthal, age 68, has served on TaskUs’s board since April 2022 and as Lead Independent Director since March 2023, bringing 30+ years of investment banking and M&A experience; she holds a BA from Simmons University and an MBA from Harvard Business School . She is designated an audit committee financial expert and currently chairs the Nominating & ESG Committee while serving on the Audit Committee, with board independence affirmed under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Blackstone | Senior Managing Director; Senior Advisor | 2007–Mar 2022 | Sponsor background informs capital markets/M&A; not currently employed by Sponsor |
| Credit Suisse; Donaldson, Lufkin & Jenrette; Lehman Brothers | Managing Director; management positions | Pre-2003 | Deep M&A and corporate finance expertise relevant to audit/nominating work |
External Roles
| Organization | Role | Tenure | Focus/Notes |
|---|---|---|---|
| Cars.com | Director (public company) | Current | Current public company directorship |
| Akamai Technologies | Director (public) | Prior 5 years | Former public company directorship |
| Houghton Mifflin Harcourt | Director (public) | Prior 5 years | Former public company directorship |
| Flex Ltd. | Director (public) | Prior 5 years | Former public company directorship |
| Dana-Farber Cancer Institute | Trustee | Current | Non-profit governance |
| BRIDGE Over Troubled Waters | Trustee | Current | Non-profit governance |
| Museum of Fine Arts, Boston | Advisor | Current | Advisory role |
| James Beard Foundation | Honorary Trustee | Current | Non-profit role |
Board Governance
- Board composition and leadership: TaskUs has nine directors across three staggered classes; Greenthal is Class III with term expiring at 2027 meeting; she serves as Lead Independent Director since March 2023, with LID authorities covering presiding over executive sessions, agenda setting, investor consultations, and advisor retention .
- Committees: Chair, Nominating & ESG; Member, Audit (Audit Committee membership is fully independent; Greenthal qualifies as an audit committee financial expert) .
- Independence and attendance: The board determined Greenthal is independent; the board met five times in 2024 and all incumbents except one director attended ≥75% of meetings/committees—Greenthal met the ≥75% threshold .
- Executive sessions: Independent directors meet at least twice annually; each board/committee agenda includes time for executive sessions .
- Controlled company risk: TaskUs is a Nasdaq “controlled company,” with Blackstone and co-founders controlling ~97.5% of voting power as of March 1, 2025, enabling exemptions from certain governance requirements; Sponsor and Founder Groups retain board designation and approval rights under a Stockholders Agreement .
Fixed Compensation
| Pay Element (Directors) | Annual Amount ($) | Notes |
|---|---|---|
| Board retainer (cash) | 60,000 | Increased May 2024 from $50k |
| Annual equity retainer (RSUs) | 180,000 | Vests by 1-year anniversary or next annual meeting |
| Lead Independent Director retainer | 30,000 | Applies to Greenthal |
| Audit Committee member retainer | 10,000 | Applies to Greenthal |
| Nominating & ESG Chair retainer | 10,000 | Applies to Greenthal |
| Director | Fees Earned (Cash, $) | Stock Awards ($) | Total ($) | Unvested RSUs at 12/31/2024 |
|---|---|---|---|---|
| Jill Greenthal | 105,941 | 205,664 | 311,605 | 2,494 RSUs granted 4/1/2022, scheduled to vest 4/1/2025; 14,342 RSUs granted 5/23/2024, vest 5/22/2025 |
RSU vesting terms for director equity: Annual grants vest on the earlier of 1-year from grant or next annual meeting; initial election grants vest annually over three years .
Performance Compensation
| Performance Metric | Applies to Director Pay? | Details |
|---|---|---|
| Financial/TSR/ESG metrics | No | Non-employee director equity is time-based RSUs; no disclosed performance metrics for director compensation |
Other Directorships & Interlocks
- Current public board: Cars.com (no TaskUs-disclosed related-party link) .
- Sponsor influence: While Greenthal is independent and no longer at Blackstone, the board includes two current Blackstone senior managing directors (Amit Dixit, Mukesh Mehta) designated by Sponsor; TaskUs discloses ordinary-course transactions with entities affiliated with Blackstone (revenue $9.3m; payments $0.8m in 2024) .
- Implication: Potential information flow advantages via Sponsor network, counterbalanced by formal independence determinations and related-party review policy overseen by Audit Committee .
Expertise & Qualifications
- Designated audit committee financial expert, extensive finance/M&A background, and public company board experience across technology/media sectors .
- Skills matrix: Finance/accounting/risk management; senior leadership; business development/M&A; global business experience .
Equity Ownership
| Holder | Class A Shares Beneficially Owned | % of Class A | Class B Shares Beneficially Owned | % of Class B | Notes |
|---|---|---|---|---|---|
| Jill Greenthal | 28,749 | <1% | — | — | Beneficial ownership per SEC rules; includes shares acquirable within 60 days |
- Hedging/pledging: Company policy prohibits hedging and pledging by directors and employees; no pledges disclosed for Greenthal .
Governance Assessment
- Strengths: Lead Independent Director role centralizes independent oversight; audit financial expert on Audit Committee; chairs Nominating & ESG driving board evaluations and governance enhancements; documented self-assessment and director engagement (one-on-one interviews) in 2024 .
- Alignment: Director pay mix skews to equity (~$205.7k RSUs vs ~$105.9k cash), enhancing alignment; unvested RSUs support ongoing service and retention .
- Risks/RED FLAGS:
- Controlled company: High Sponsor/co-founder voting control may limit minority shareholder influence; Sponsor retains approval rights over certain corporate actions .
- Related-party exposure: Ongoing transactions with Blackstone-affiliated entities, though amounts are modest and subject to policy oversight; Audit Committee reviews related person transactions .
- Board interlocks via Sponsor designees could present perceived conflicts, mitigated by formal independence determinations and committee composition .
- Attendance/engagement: Board met 5 times in 2024; Greenthal met ≥75% meeting threshold; independent executive sessions occur at least twice annually; LID mandate includes investor consultation availability .
Compensation Committee Analysis
- Composition: Chair—Jacqueline Reses; Members—Amit Dixit, Michelle Gonzalez, Mukesh Mehta; all deemed independent under SEC/Nasdaq rules .
- Consultant: Committee worked with an independent compensation consultant in designing executive compensation programs; structure emphasizes pay-for-performance .
- Committee meeting cadence: Compensation Committee met 5 times in FY 2024 .
Related Party Transactions (Conflict Review)
| Category | FY2024 Amount | FY2023 Amount | Notes |
|---|---|---|---|
| Payments to Sponsor-affiliated entities | $0.8 million | $0.5 million | Ordinary-course purchases; may not be assumed arms-length; policy oversight applies |
| Revenue from Sponsor-affiliated entities | $9.3 million | $10.5 million | Ordinary-course services provided |
Audit Committee oversees related-person transaction policy and pre-approvals; policy includes standing approvals up to defined thresholds and requires independent review .
Director Compensation Policy Details (Vesting/Structure)
- Annual board cash retainer $60k; equity RSU retainer ~$180k; LID premium $30k; committee chair/member retainers per committee; grants vest at next annual meeting or 1-year anniversary; initial election RSUs vest over three years .
- Greenthal 2024 holdings include 2,494 RSUs (4/1/2022 grant; vest 4/1/2025) and 14,342 RSUs (5/23/2024 grant; vest 5/22/2025) .
Bottom Line Implications
- Greenthal’s LID role, audit expertise, and chairing of Nominating & ESG enhance board effectiveness and investor confidence, especially in a controlled company context .
- The main governance risk is structural control and Sponsor interlocks; TaskUs mitigates via independence determinations, robust committee charters, executive sessions, and related-party oversight—areas where Greenthal has direct influence as LID and Nominating & ESG Chair .