Jacqueline Williams
UNIVERSAL CORP /VA/About Jacqueline T. Williams
Jacqueline T. Williams is an independent director of Universal Corporation (UVV), age 72, serving since 2020 with approximately five years of board tenure as of the 2025 proxy and profile snapshot . She has extensive leadership experience across government, financial services, and telecommunications, including service as Director of the Ohio Department of Commerce (2015–2019), and brings expertise in public policy, regulation, economic development, and financial strategy that the board views as additive to risk oversight and governance best practices . Independence status: the board determined all directors other than the CEO are independent under NYSE standards and company guidelines .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ohio Department of Commerce | Director | 2015–2019 | Led principal business regulatory agency, including oversight of Ohio’s billion-dollar spirits industry; governance and executive leadership insights |
| Ohio Liquor Control Commission | Executive Director | Not disclosed | Regulatory leadership |
| State of Ohio | Chief of Minority Business Development | Not disclosed | Economic development leadership |
| New America Foundation | Director of College Savings | Not disclosed | Public policy/think tank experience |
| Ohio Tuition Trust Authority | Executive Director | ~10 years | Led Ohio’s 529 college savings programs |
| AT&T | Various roles | ~15 years | Telecommunications sector experience (marketing, public relations, strategy) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Ohio Housing Finance Agency | Board service | Not disclosed | Public sector board service |
| Ohio Minority Development Finance Advisory Board | Board service | Not disclosed | Economic development oversight |
| Columbus Cancer Clinic | Board service | Not disclosed | Community health engagement |
| Ohio Minority Business Advisory Council | Board Chair | Not disclosed | Advisory leadership |
| College Savings Plans Network | Chair | Not disclosed | National college savings policy leadership |
| Columbus (Ohio) Board of Health | President | Not disclosed | Public health governance |
No other current public company directorships are disclosed for Ms. Williams in UVV’s proxy skills matrix; “Other Public Company Board Service” is not highlighted for her while present for other directors .
Board Governance
- Committees: Audit Committee; Finance and Pension Investment Committee; Nominating, Governance and Risk Committee .
- Chair roles: None disclosed for Ms. Williams (committee chairs are Lawton—Audit; Johnson—Compensation & HR; Sledd—Finance & Pension; Cantor—Nominating, Governance & Risk) .
- Independence: Board determined all non-employee directors are independent under NYSE and Company standards; no business relationships noted in past three fiscal years .
- Attendance: During FY2025, the board held 20 meetings; each director attended ≥75% of board and committee meetings; all directors attended the 2024 annual meeting .
- Lead Independent Director and executive sessions: Independent directors met in executive session 12 times in FY2025; Lead Independent Director is Thomas H. Johnson .
Fixed Compensation
| Element | Amount | Notes |
|---|---|---|
| Annual cash retainer | $80,000 | Standard for non-employee directors in FY2025 |
| Audit Committee membership | $10,000 | Annual member retainer |
| Finance & Pension Investment Committee membership | $7,000 | Annual member retainer |
| Nominating, Governance & Risk Committee membership | $7,500 | Annual member retainer |
| Total cash fees (FY2025) | $104,500 | Matches director compensation table for Jacqueline T. Williams |
Performance Compensation
| Grant Type | Grant Date | Shares Granted | Grant Date Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| Restricted Stock Units (RSUs) | Aug 6, 2024 | 2,660 | $131,989 | One-year cliff; dividend equivalent rights | Annual non-employee director grant under 2023 SIP; value based on $49.62 closing price |
| FY2025 director stock awards (reported) | FY2025 | — | $131,989 | — | As shown in non-employee director compensation table |
UVV does not grant stock options to directors, and RSUs vest on a time basis; no performance metrics apply to director equity awards .
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | None disclosed for Ms. Williams |
| Private/public sector boards | Multiple Ohio state and local boards (housing finance, minority development, health) |
| Interlocks/overlaps | None disclosed as related party transactions; Audit Committee oversees related person transaction policy; no related-person transactions in FY2025 |
Expertise & Qualifications
- Board skills matrix: Finance; Legal/Regulatory; Risk Oversight; Executive Leadership; International; Marketing; Social Responsibility; Strategic Planning/M&A; Supply Chain/Distribution; Technology/Cyber; Human Capital; Environmental Sustainability; Audit/Public Accounting exposure .
- Board’s rationale: Brings multi-disciplinary financial and strategic perspective; public policy and governance best practices; executive leadership experience .
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Total beneficial ownership | 14,052 shares | As of record date June 5, 2025 |
| Shares outstanding (reference) | 24,798,421 | As of record date June 5, 2025 |
| Ownership as % of outstanding | ~0.0566% | 14,052 / 24,798,421; each director under 1% |
| Pledged shares | None | “No executive officers or directors have pledged shares” |
| Director stock ownership guideline | $400,000 minimum (5x $80,000 retainer), 5-year compliance window | All non-employee directors except Schick and Manolios were in compliance as of 3/31/2025; implies Williams is compliant |
Governance Assessment
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Strengths:
- Independent director with triple committee membership across audit, finance, and nominating/risk—signal of trust in oversight and ESG/sustainability governance .
- Strong attendance and participation; board-wide expectation met; independent executive sessions frequent (12 in FY2025) .
- Clean related-party profile; no related-person transactions; explicit prohibitions on hedging/derivatives and pledging/margin use; no pledging by directors .
- Equity alignment: annual RSU grants and ownership guideline compliance; RSUs earn dividend equivalents and vest in one year .
-
Compensation structure observations:
- Mix of cash ($104,500 in FY2025) and fixed-value RSUs ($131,989) in line with market practices; no meeting fees except extraordinary circumstances; no stock options; no director severance/golden parachutes disclosed .
- Chair and lead director fees accrue to other directors; Williams has no chair premium, consistent with membership roles .
-
Risk indicators:
- No red flags in FY2025 proxy for Ms. Williams: no related-party transactions; no pledging; no hedging; strong independence and committee coverage; board-wide say‑on‑pay support was ~98.2% in 2024, indicating favorable shareholder sentiment toward governance and pay practices .
RED FLAGS: None disclosed specific to Ms. Williams in FY2025. Company-wide prohibitions mitigate alignment risks (hedging/pledging), and related-party policy shows no transactions in the period .