Stacey Coopes
About Stacey Coopes
Independent director (Class II) at UWM Holdings Corporation; age 54; director since 2023. Current CEO and founder of Unite Digital (since January 2016). Prior leadership roles include CEO and Vice Chair of FordDirect (2011–2015) and management roles at Deloitte Consulting (1992–2003). Holds an MBA and BS from the University of Michigan; brings deep technology expertise focused on artificial intelligence and data security, plus experience scaling partner-led retail networks and digital startups .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| FordDirect | Chief Executive Officer; Vice Chairman of the Board | 2011–2015 | Led an automotive digital retail JV; governance and oversight responsibilities at FordDirect |
| Deloitte Consulting | Various management roles | 1992–2003 | Advised banks, consumer products, automotive, telecom—relevant risk, operations, and technology experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Unite Digital | Chief Executive Officer; Founder | 2016–Present | Technology entrepreneur; AI and data security focus; optimization of partner-led retail networks |
- No other public company directorships disclosed .
Board Governance
- Committee assignments: Audit Committee member; Audit Committee comprises independent directors only; chaired by Robert Verdun .
- Independence: Board determined Ms. Coopes is independent under NYSE rules .
- Attendance and engagement: The Board held 5 meetings in 2024; each director attended at least 75% of Board and relevant committee meetings. Audit Committee held 4 meetings; Compensation Committee held 2 meetings .
- Executive sessions: Independent directors meet in executive session generally at each regular meeting; Robert Verdun presided over each executive session in 2024 .
- Controlled company status: UWM is a controlled company under NYSE rules (SFS Corp./Mat Ishbia controls majority voting power), availing exemptions (e.g., Compensation Committee not fully independent; no separate nominating committee), though Audit Committee meets heightened independence requirements .
Fixed Compensation
| Component | Amount | Vesting/Timing | Notes |
|---|---|---|---|
| Annual cash retainer | $120,000 | Cash | Non-employee director retainer |
| Board meeting fees | $3,000 per meeting | Cash | Per Board meeting fee |
| 2024 fees earned (Coopes) | $132,000 | Cash | Aggregate cash fees for 2024 |
| Annual equity grant (2024) | $24,999 | Immediately vested on grant | 3,782 shares of Class A common stock at 2024 annual meeting |
| Total director comp (2024) | $156,999 | Cash + equity | Coopes total for 2024 |
Performance Compensation
- No performance-based director compensation disclosed (no options, PSUs, or performance-conditioned stock for directors; annual equity grant immediately vests) . | Metric | Target | Actual | Payout Impact | |---|---|---|---| | None disclosed for directors | — | — | Equity grants are time-based and immediately vested; no performance metrics apply |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Public company boards | None disclosed for Coopes |
| Committee interlocks | Compensation Committee includes CEO Mat Ishbia; no cross-board interlocks with other companies disclosed |
| Potential interlocks with suppliers/customers | None disclosed for Coopes |
Expertise & Qualifications
- Deep technology background with AI and data security focus; experience optimizing partner-led retail networks; leadership in growing digital startups. MBA and BS from University of Michigan .
- Skill relevance: Supports Audit Committee oversight of cybersecurity and IT risk; aligns with Board’s focus on risk management and technology oversight .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class A Outstanding | Notes |
|---|---|---|---|
| Stacey Coopes | 5,366 | ~0.0027% (5,366 / 200,781,659) | Based on 200,781,659 Class A shares outstanding on April 7, 2025 |
- Hedging/pledging: Company policy prohibits hedging and short sales; no pledging disclosed for Coopes. Significant pledging exists at controlling shareholder level (SFS Corp./Mat Ishbia), but not attributed to Coopes .
Governance Assessment
- Positives:
- Independent Audit Committee membership; Coopes’ AI/data security expertise strengthens oversight of cybersecurity and information systems risks assigned to Audit Committee .
- Board and committee self-evaluations conducted annually; independent executive sessions held regularly .
- Director attendance at least 75% in 2024; continued engagement at meetings .
- Director pay structure modest relative to controlled-company context; cash retainer plus small immediately vested equity grant (alignment, though limited) .
- Structured Risks and RED FLAGS:
- Controlled company governance exemptions: Compensation Committee not fully independent; no nominating committee—reduces minority shareholder protections and may constrain board independence and refreshment processes .
- Related-party transactions: Material campus leases with entities controlled by Mat/Jeff Ishbia; aircraft usage payments to entities owned by Mat Ishbia—Audit Committee oversees approval, but ongoing related-party exposure is a governance risk factor .
- Concentrated voting power (capped at 79% via voting limitation): Structural entrenchment risk; minority holders have limited influence on director elections and governance changes .
- Shareholder sentiment:
- Say-on-pay support: Over 99% approval in 2024, indicating broad investor support for executive pay framework despite controlled-company structure .
Overall, Stacey Coopes appears to be a fully independent, technology-oriented director contributing to Audit Committee effectiveness, particularly on cyber/IT risk. The primary governance concern is structural—UWM’s controlled-company status and recurring related-party transactions—rather than any conflict or attendance issue specific to Coopes .