Richard Johnsen
United Airlines HoldingsAbout Richard Johnsen
Richard Johnsen serves as the IAM Director on United Airlines Holdings, Inc.’s Board, elected by the International Association of Machinists and Aerospace Workers (IAM) via the Company’s Class IAM Junior Preferred Stock. He is age 56, has served since July 6, 2021, and is currently IAM General Vice President of the Air Transport Territory (2022–present). He holds a BS in Management Information Systems from the University of Maryland and brings deep labor relations and airline industry experience; he is on union leave of absence from United while serving on the Board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| IAM | General Vice President, Air Transport Territory | 2022–present | Leads IAM air transport labor strategy |
| IAM | Special Assistant to the International President | 2021–2022 | Senior advisory role |
| IAM | Chief of Staff to the International President | 2021–2021 | Executive office management |
| IAM Representatives Association | President | 2017–2021 | Represented IAM staff interests |
| IAM Transportation Dept. | Grand Lodge Special Representative | 2001–2017 | National labor representation |
| IAM District 141-M | Assistant General Chairperson | 2000–2001 | Regional/airport-level representation |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| IAM | General Vice President, Air Transport Territory | 2022–present | Oversees airline sector strategy and negotiations |
Board Governance
- Independence: The Board determined Mr. Johnsen is not independent due to his employment with United Airlines, Inc. and affiliation with IAM .
- Election and seat: IAM holds the right to elect one Board member at each annual meeting via Class IAM Junior Preferred Stock; Mr. Johnsen was first elected July 6, 2021 and is slated for reelection by IAM in 2025 .
- Committee assignments: Member, Public Responsibility Committee (safety, ESG, community impact, government affairs) .
- Attendance: Each incumbent director nominee attended at least 75% of Board and applicable Committee meetings in 2024; the Board met 9 times; the Public Responsibility Committee met 4 times .
- Executive sessions: Independent director executive sessions occur at every quarterly Board meeting and for each Committee; chairs are independent .
Fixed Compensation
United does not pay cash or equity compensation to directors elected by preferred stock classes (IAM/ALPA). Mr. Johnsen received travel benefits and charitable match; no director cash retainer or equity awards .
| Compensation Element (2024) | Amount (USD) | Notes |
|---|---|---|
| Cash Retainer | $0 | Directors elected by preferred stock receive no cash compensation |
| Equity Awards | $0 | No equity for IAM director |
| Matching Charitable Contributions | $20,000 | Company match up to $20,000; IAM director eligible |
| Tax Reimbursement on Flight Benefits | $33,757 | Tax gross-up up to annual limit for director flight benefits |
| Incremental Cost of Flight Benefits | $9,726 | SEC-reported aggregate incremental cost |
| Total “All Other Compensation” | $63,483 | Sum of perquisites and match |
Performance Compensation
| Component | Status | Performance Metrics |
|---|---|---|
| Bonus/Options/PSUs | Not applicable | No performance-linked director pay for IAM-elected director |
Other Directorships & Interlocks
| Company | Role | Tenure | Committees |
|---|---|---|---|
| None | — | — | — |
| No current or recent public company directorships were disclosed for Mr. Johnsen . |
Expertise & Qualifications
- Air, travel, and transportation industry exposure via IAM leadership roles; strong union relations experience in human capital management and labor negotiations .
- Public Responsibility Committee service aligns with oversight of safety, ESG, community impact, and government affairs .
Equity Ownership
| Metric | Value |
|---|---|
| Total beneficial ownership (shares) | 0 |
| Ownership as % of shares outstanding | <1% |
| Vested vs unvested shares | None |
| Options (exercisable/unexercisable) | None disclosed |
| Shares pledged as collateral | None disclosed; pledging is prohibited by policy for officers/directors |
| Stock ownership guideline applicability | Non-employee director guideline requires 5× cash retainer; IAM director is not a “non-employee director” and does not receive cash/equity director compensation |
Governance Assessment
- Alignment and incentives: Mr. Johnsen holds no UAL equity and is not subject to non-employee director stock ownership guidelines; his compensation consists of travel benefits and charitable match. This reduces traditional “skin-in-the-game” alignment versus common-stock-elected independent directors but is consistent with IAM’s designated director seat structure .
- Independence and potential conflicts: As an IAM-affiliated, non-independent director, he represents organized labor stakeholder interests. United’s Related Party Transaction Policy and conflict procedures require disclosure and recusal where appropriate, mitigating transactional conflicts; no related-party transactions involving Mr. Johnsen were disclosed .
- Board effectiveness: His committee placement on Public Responsibility provides worker-safety and community impact perspective aligned with Board oversight of safety and corporate citizenship. Independent chairs lead committees; executive sessions occur quarterly; overall attendance met minimum thresholds, supporting baseline governance process quality .
RED FLAGS
- Non-independent status and union affiliation may create perceived conflicts in matters involving IAM negotiations; the Board’s conflict policy requires recusal when needed .
- Zero equity ownership and lack of eligibility for director equity awards limit pay-for-performance and shareholder alignment compared to independent directors subject to stock ownership guidelines .
- Perquisite tax reimbursements (flight benefits) are shareholder-sensitive items; while disclosed, they are atypical incentives versus cash/equity retainers .