Elizabeth Robinson
Director at TRV
Board
About Elizabeth E. Robinson
Elizabeth E. Robinson (age 56) is an independent director of The Travelers Companies, Inc. (TRV) and has served on the board since 2020. She is the former Global Treasurer, Partner and Managing Director of The Goldman Sachs Group, Inc. (2005–2015), with prior roles in Goldman’s Corporate Treasury (including Americas Treasurer) and the Financial Institutions Group in Investment Banking, bringing deep expertise in finance, risk and capital management. She holds a B.A. from Williams College and an M.B.A. from Columbia University.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Goldman Sachs Group, Inc. | Global Treasurer; Partner & Managing Director | 2005–2015 | Led global treasury through 2008 crisis; expertise in finance, risk, capital, strategic transactions |
| Goldman Sachs – Corporate Treasury | Americas Treasurer; Managing Director | Pre-2005–2005 | Liquidity and capital management oversight |
| Goldman Sachs – Investment Banking (FIG) | Banker, Financial Institutions Group | Prior to Corporate Treasury roles | Advisory coverage for financial institutions |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| The Bank of New York Mellon Corporation (BNY Mellon) | Director | Since 2016 | Chair, Human Resources & Compensation; Member, Governance/Social Responsibility, Finance, Risk |
| BNY Mellon Government Securities Services Corp. | Director; former Chair | Director; Chair 2017–2023 | Subsidiary board leadership |
| Every Mother Counts | Trustee | N/A | Non-profit trustee |
| St. Luke’s University Health Network | Trustee | N/A | Non-profit trustee |
| Blair Academy | Trustee | N/A | Non-profit trustee |
Board Governance
- Committee assignments (current): Chair, Investment and Capital Markets Committee (I&CM); Member, Compensation; Member, Nominating & Governance; Member, Executive Committee. These roles place Robinson at the center of TRV’s capital allocation (buybacks, dividends, financing), incentive design, governance, and time‑sensitive board actions.
- Committee meeting cadence (2024): Compensation (5), Investment & Capital Markets (5), Nominating & Governance (4), Executive (0); Board met 5 times. Each director attended at least 75% of Board and applicable committee meetings.
- Independence: TRV’s board determined all nominees except the CEO are independent; Robinson is listed as an independent director.
- 2025 shareholder support (election): Votes For 178,135,093; Against 1,915,186; Abstain 358,720; robust support indicates investor confidence in her continued service.
Fixed Compensation
| Component | Amount/Terms | 2024 Robinson Detail |
|---|---|---|
| Annual cash retainer | $135,000 | Included in fees; she elected to defer into stock units |
| Committee chair fees | Audit $35k; Compensation $30k; N&G $25k; I&CM $25k; Risk $35k | I&CM Chair fee $25,000 applies |
| Lead Director retainer | $50,000 (if applicable) | Not applicable |
| Total “Fees Earned or Paid in Cash” (accounting presentation) | Reported irrespective of deferral election | $160,000 (reflects $135k base + $25k I&CM chair) |
| Delivery/deferral | Fees/retainers may be received in cash or deferred into common stock units under the Director Deferral Plan | Robinson elected stock units; 707 units credited for 2024 fees |
Notes:
- Directors may defer cash fees into common stock units credited at market price on the credit date; dividend equivalents reinvest in additional units; shares are delivered on pre‑designated dates, typically after board service ends.
- Board-level compensation is reviewed biennially for appropriateness; >50% of non‑employee director comp is delivered as deferred stock units, aligning interests and deferring liquidity until at least six months post‑service.
Performance Compensation
| Equity Instrument | Annual Grant Value | Grant Mechanics | Vesting |
|---|---|---|---|
| Deferred Stock Units (DSUs) | $195,000 (2024 grant) | Granted under 2023 Stock Incentive Plan; number of DSUs based on NYSE closing price on grant date (915 DSUs on 2/6/2024 at $213.01) | Vests in full one day prior to the next annual meeting; shares delivered ≥6 months after board departure; dividend equivalents reinvest in DSUs |
Performance metrics: Director equity is not subject to operating performance metrics (it is time-based and at-risk to stock price). The value aligns with long-term shareholder outcomes via share price and dividend accrual mechanics.
Other Directorships & Interlocks
- Current public company board: BNY Mellon (major U.S. financial institution); committee leadership and risk/finance oversight skills augment TRV’s capital markets and risk focus. No related‑party transactions disclosed between TRV and BNY Mellon in 2024.
- Private/non-profit boards: Every Mother Counts; St. Luke’s University Health Network; Blair Academy.
Expertise & Qualifications
- Core skills: Finance, risk management, capital management, strategic transactions—developed as Global Treasurer of Goldman Sachs, including navigation through the 2008 financial crisis.
- Board qualification emphasis: Considered for her experience managing a global financial institution through challenging conditions and expertise in finance, risk, capital, and strategy; these map directly to I&CM Chair responsibilities at TRV (capital structure, financing, dividends/buybacks, portfolio risk).
- Education: Williams College (BA); Columbia University (MBA).
Equity Ownership
| As of date | Unvested Deferred Stock Units (#) | Common Stock Units & Vested DSUs (#) | Total Stock-Equivalent Units | Notes |
|---|---|---|---|---|
| 12/31/2024 | 931 | 8,938 | 9,869 | Units accrue dividend equivalents; shares are delivered ≥6 months post-service |
| 3/24/2025 (director table) | 1,730 (unvested) | 8,938 (vested/units) | 10,668 | Reflects DSU/stock-unit balances used in director ownership summary |
Additional facts:
- Beneficial ownership: No director (including Robinson) owns ≥1% of TRV shares; directors’ equity primarily resides in deferred units deliverable after service.
- Ownership guidelines: Non‑employee directors must hold equity equal to 4× the most recent annual DSU award; TRV states all current non‑employee directors have achieved the target or are within the initial compliance window.
- Hedging/pledging: Company policy prohibits hedging and pledging without consent; proxy indicates no pledges have been made.
Director Compensation (2024)
| Name | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Elizabeth E. Robinson | 160,000 | 194,904 | 354,904 |
Program details:
- Annual retainer $135,000; I&CM Chair fee $25,000; annual director equity grant $195,000 in DSUs; deferral elections into stock units allowed for cash fees.
Insider & Ownership Activity
| Date (filed/txn) | Type | Amount/Description | Note |
|---|---|---|---|
| 2025-10-01 (for 2025-09-30) | Form 4 | 11,264.077 deferred common stock units received in lieu of cash compensation under the Non‑Employee Director Deferred Compensation Plan | Consistent with deferral elections to receive fees in stock units |
Say‑on‑Pay & Shareholder Feedback (Context for Comp Committee Service)
- 2024 say‑on‑pay support: For 108,821,725; Against 73,253,605; Abstain 620,597; lower support versus prior years prompted expanded engagement and design changes.
- Committee responses implemented for 2025 grants/2026 bonuses: Added relative TSR modifier to performance shares; increased core ROE targets by 75 bps; extended annual bonus caps beyond CEO to all NEOs; maintained discretionary framework with enhanced disclosure.
Related‑Party Exposure and Conflicts
- Independence and related‑party review: Board annually assesses independence; all nominees except the CEO determined independent. The company disclosed certain third‑party transactions (e.g., with BlackRock, Fidelity, State Street, Vanguard) but none involve Robinson by name; related‑party transactions ≥$120,000 require N&G Committee approval and are prohibited absent such approval.
- Trading, hedging, pledging policies: Directors are subject to preclearance, blackout windows, and prohibitions on hedging and pledging (absent consent). No pledges reported.
Governance Assessment
- Strengths
- Capital markets stewardship: As I&CM Chair, Robinson directly influences dividend/buyback policy, capital structure, and portfolio risk—key levers for shareholder returns.
- Financial risk expertise: Goldman Sachs treasury background and BNY board roles support robust oversight on risk, liquidity, and capital management.
- Alignment and engagement: Significant DSU/stock-unit holdings with delivery deferred post‑service; elected to defer fees into equity; attended ≥75% of meetings; received strong re‑election support in 2025.
- Compensation oversight responsiveness: As a Compensation Committee member, participated in investor‑driven changes (rTSR modifier, higher ROE targets, bonus caps) following lower 2024 say‑on‑pay support.
- Watch items
- Compensation scrutiny: 2024 say‑on‑pay received lower support, placing ongoing scrutiny on the committee’s judgement and use of discretion; continued engagement and disclosure improvements mitigate risk.
- External interlocks: Concurrent service at BNY Mellon adds valuable expertise; no TRV‑disclosed related‑party transactions with BNYM in 2024, but continued monitoring of potential vendor/custody interactions remains prudent.