Hamidou Dia
Director at TRU
Board
About Hamidou Dia
Independent director of TransUnion since July 2022; age 60. Dia is VP, Applied AI Engineering at Google Cloud (since July 2024), with prior roles leading Generative AI solution architecture (Apr 2023–Jul 2024) and Global Solutions Engineering (Apr 2019–Apr 2023). Previously at Oracle (1999–2019), most recently SVP, North America Technology Solution Engineering and Cloud Customer Success; holds bachelor’s and master’s degrees in computer science from the University of Nantes, France. The Board highlights his record delivering large-scale IT transformations and relevance to TransUnion’s ongoing technology transformation.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Google Cloud | VP, Applied AI Engineering | Jul 2024–present | Leads applied AI engineering; board notes relevance to TU’s tech transformation |
| Google Cloud | VP, Global Head of Generative AI Solution Architecture | Apr 2023–Jul 2024 | Led GenAI solution architecture globally |
| Google Cloud | VP, Global Head of Solutions Engineering | Apr 2019–Apr 2023 | Led global solutions engineering organization |
| Oracle | SVP, NA Tech Solution Engineering & Cloud Customer Success | Through 2019 (Oracle 1999–2019) | Oversaw ~1,600 sales engineers; shifted org from on‑prem to cloud |
External Roles
| Organization | Role | Public Company? | Notes |
|---|---|---|---|
| Google Cloud | VP, Applied AI Engineering | No (subsidiary of Alphabet) | Current primary occupation |
| Other public company boards | — | — | None disclosed for Dia |
Board Governance
| Attribute | Details |
|---|---|
| Independence | Board determined Dia is independent under NYSE rules (no material relationship) |
| Board tenure | Director since July 2022 |
| Committees (2024) | Audit Committee (7 meetings in 2024); Technology Committee (4 meetings in 2024) |
| Committee roles | Member (not chair) of Audit and Technology Committees |
| Audit financial expert | Board designated Monahan, Awad, Zukauckas as “audit committee financial experts” (Dia not designated) |
| Attendance | Each director attended at least 75% of Board/committee meetings in 2024; Board met 5 times; all directors attended 2024 annual meeting |
| Executive sessions | Non‑management directors regularly meet in executive session; chaired by Board Chair |
Fixed Compensation
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Board annual retainer (policy) | 95,000 | Policy schedule (paid quarterly) |
| Committee member fees (policy) | 10,000 each | Per committee; Exec Committee unpaid |
| Fees earned in cash (Dia actual) | 115,000 | Reported cash fees for 2024 |
The committee fee schedule and Board retainer are set by the Compensation Committee with advice from FW Cook; no program changes were made in May 2024 review.
Performance Compensation
| Equity Award (2024) | Grant Date | Shares/Units | Grant‑Date Fair Value ($) | Vesting | Notes |
|---|---|---|---|---|---|
| Restricted stock | May 2, 2024 | 2,543 | 189,937 | Vests on 1‑year anniversary | Directors receive annual RS grants; dividend rights apply |
Non‑employee director equity is time‑based restricted stock; no performance metrics apply to director equity grants.
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None disclosed for Dia |
| Potential interlocks/conflicts | The Board’s independence review considered commercial and other relationships; Dia determined independent under NYSE standards. Related person transactions require Audit Committee approval; no Dia‑specific related party transactions disclosed. |
Expertise & Qualifications
- Applied AI, cloud engineering, and large‑scale IT transformation expertise from senior roles at Google Cloud and Oracle, aligning with TransUnion’s technology strategy.
- Service on Audit Committee contributes to oversight of financial reporting, controls, and compliance; Technology Committee role supports oversight of product/data/IT strategy and major tech investments.
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| Hamidou Dia | 7,565 | <1% | Based on 195,140,439 shares outstanding as of Mar 10, 2025 |
| Stock ownership guideline | 5x annual Board retainer | — | Directors must hold 5x retainer; retain 75% after‑tax shares until met |
| Compliance status (12/31/2024) | Not yet met | — | Dia (appointed 2022) not yet at guideline as of 12/31/2024 |
| Hedging/pledging | Not disclosed | — | No Dia‑specific hedging/pledging disclosure found in proxy |
Director Compensation (Detail)
| Name (2024) | Fees Earned in Cash ($) | Stock Awards ($) | All Other Comp ($) | Total ($) | Notes |
|---|---|---|---|---|---|
| Hamidou Dia | 115,000 | 189,937 | 2,136 | 307,073 | All Other Comp = reimbursement for new director training program |
Additional Governance Notes
- Section 16 compliance: No director or officer failed to timely file in 2024.
- Audit Committee Report: Confirms oversight of financial statements, auditor independence, and recommends inclusion of audited financials in 2024 Form 10‑K.
Governance Assessment
-
Strengths
- Independent status, with Audit and Technology Committee seats providing balanced oversight across financial controls and technology risk/opportunity; Audit Committee independence and expertise standards satisfied at the committee level.
- Equity‑heavy director pay (time‑based RS) aligns incentives with shareholders; standard market‑aligned structure reaffirmed by FW Cook without 2024 changes.
- Demonstrated engagement: reimbursement for director training indicates active onboarding and governance investment.
- Board‑level practices (executive sessions, formal related‑party policy) support effective oversight.
-
Watch items / potential risks
- Ownership guideline not yet met (appointed 2022); expected to trend toward compliance over time given holding/retention policy.
- Not designated an “audit committee financial expert” (committee still includes multiple designated experts).
- External executive role at Google Cloud could raise perceived commercial interlock risk if material relationships existed; Board’s independence determination and related‑party review framework mitigate this.
No red flags found for attendance (≥75%), related‑party transactions, or Section 16 compliance for 2024.