Elizabeth Leykum
About Elizabeth D. Leykum
Independent Chair of the Board at Valaris (VAL) since 2021; age 46. Founder of Serenade Capital LLC (2016–present). Prior roles include founding principal at HEG Capital (2013–2016), Vice President at Rand Group (2012–2013), Vice President at ESL Investments (2004–2012), and Goldman Sachs Principal Investment Area (2000–2002). Education: Harvard College (Phi Beta Kappa, magna cum laude) and Harvard Business School (MBA with distinction). She completed MIT’s “Cybersecurity Leadership for Non-Technical Executives” (2023) and HBS Online “AI Essentials for Business” (2024) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Serenade Capital LLC | Founder | May 2016–present | Investment management background supports oversight of corporate and financial performance . |
| HEG Capital LLC | Founding Principal | Oct 2013–Apr 2016 | Investment advisory experience . |
| Rand Group | Vice President | Jun 2012–Sep 2013 | Investment management services . |
| ESL Investments, Inc. | Vice President | Jul 2004–Jun 2012 | Public markets investing; analytical rigor . |
| Goldman Sachs, Principal Investment Area | Investment Professional | 2000–2002 | Principal investing background . |
External Roles
| Company | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Lands’ End, Inc. (NASDAQ: LE) | Director; previously Chairman | Apr 2014–present | Retail exposure; board leadership experience . |
| IES Holdings (NASDAQ: IESC) | Director | Apr 2021–Sep 2024 | Industrial services exposure; ended 2024 . |
Board Governance
- Roles and independence: Independent Chair (separate from CEO) and member of Audit, Compensation, Nominating & Governance (N&G), and Strategy Committees; Board 83% independent; she is independent .
- Financial expertise: Designated Audit Committee financial expert by the Board, reinforcing oversight depth in financial reporting and controls .
- Attendance and engagement: Board met 20 times in 2024; each incumbent director attended at least 90% of Board/committee meetings; independent directors hold regular executive sessions .
- Committee structures and 2024 meetings: Audit (8), Compensation (6), N&G (6), Safety & Sustainability (5); she serves on Audit, Compensation, N&G, Strategy .
Attendance & Committee Activity (2024)
| Body | Meetings (2024) | Membership / Role |
|---|---|---|
| Board of Directors | 20 | Chair (independent) . |
| Audit Committee | 8 | Member; Audit Committee Financial Expert . |
| Compensation Committee | 6 | Member . |
| Nominating & Governance Committee | 6 | Member . |
| Safety & Sustainability Committee | 5 | Not a member . |
| Strategy Committee | — | Member (committee assists Board on M&A) . |
Governance policies and controls
- Limits on outside directorships (max three for-profit boards; additional limits for executives); current compliance affirmed by policy note; she currently serves on one other public board (LE) .
- Conflicts oversight via Corporate Governance Policy; regular executive sessions; strong risk oversight (safety, cyber/AI, HSE) .
Fixed Compensation
Director compensation framework (non-executive)
| Component | Amount | Notes |
|---|---|---|
| Annual Cash Retainer (Non-Exec) | $100,000 | Paid in cash . |
| Annual Cash Retainer (Chair of the Board) | $180,000 | Chair premium reflects added duties . |
| Annual Equity (Non-Exec) | $175,000 | RSUs; vest at next AGM/1 year . |
| Annual Equity (Chair) | $250,000 | RSUs; vest at next AGM/1 year . |
| Committee Chair Fees (pre-7/1/24) | $20,000–$40,000 | Audit $40k; others $20k; cash . |
| Committee Chair Fees (from 7/1/24) | $30,000–$50,000 | Paid in equity; Audit $50k; others $30k . |
| Committee Membership (from 7/1/24) | $10,000 | Paid in equity per committee . |
Elizabeth D. Leykum – 2024 Compensation Received
| Type | Amount/Units | Detail |
|---|---|---|
| Fees Earned/Paid in Cash | $182,500 | 2024 cash retainers . |
| Share Awards (Grant-Date Fair Value) | $292,276 | 2024 director RSUs . |
| Total | $474,776 | 2024 total director pay . |
| 2024 RSU Grants (Annual) | 3,329 units | Chair annual equity grant . |
| 2024 RSU Grants (Additional Retainer) | 533 units | Committee retainer RSUs . |
| 2024 RSU Grants (Total) | 3,862 units | Annual + additional . |
Key design features: Directors may elect to defer RSUs and, from 2024 awards, elect up to 40% of RSUs to be cash-settled; equity vests on earlier of first anniversary or next AGM .
Performance Compensation
- Non-executive directors at Valaris have no performance-based pay elements (no options/PSUs); equity is time-based RSUs only .
- Company-wide performance metrics (VCIP) apply to executives, not directors (context for pay-for-performance culture) .
| Performance-Based Elements for Directors | Status |
|---|---|
| Options | None granted/held as of 12/31/2024 . |
| PSUs / Performance metrics | Not applicable to directors . |
Other Directorships & Interlocks
| Company | Role | Overlap/Interlock Relevance |
|---|---|---|
| Lands’ End (LE) | Director; ex-Chair | Consumer retail; no disclosed supplier/customer overlap with Valaris . |
| IES Holdings (IESC) | Director (ended Sep 2024) | Ended before 2025 AGM cycle . |
- Significant shareholders represented on Valaris board (context): Oak Hill Advisors (6.70%) with OHA MD as director; Famatown Finance (10.56%) with support agreement nominating a director. These are not Leykum affiliations but inform board dynamics .
Expertise & Qualifications
- Capital allocation, investment management, strategic planning, accounting/finance, risk management, governance; designated Audit Committee financial expert .
- Cybersecurity and AI coursework completed (MIT 2023; HBS Online 2024) .
Equity Ownership
Ownership alignment and guidelines
- Director ownership guideline: 5x annual cash retainer within 5 years; directors were in compliance or on track at 2024 year-end .
- Hedging and pledging of company stock prohibited; directors subject to holding requirements until guideline met .
Holdings detail (chronological columns)
| Metric | 12/31/2024 | 4/15/2025 |
|---|---|---|
| Vested Shares Held | 36,516 | — |
| Unvested and Non-Deferred RSUs | 3,862 | — |
| Deferred RSUs | — | — |
| Total (12/31/2024 basis) | 40,378 | — |
| Beneficial Ownership (shares outstanding ref.) | — | 38,833 (<1%) . |
Section 16 reporting status
- Company disclosed all directors/executives were timely with Section 16 filings for 2024; no delinquencies reported .
Governance Assessment
- Strengths: Independent Chair; broad committee participation; designated audit financial expert; high attendance; robust equity ownership expectations; no hedging/pledging; separate Chair/CEO; active executive sessions; regular board/committee evaluations; clear risk oversight spanning safety, cyber/AI, HSE .
- Compensation alignment signals: Director pay mix increasingly equity-heavy (committee retainers in equity from 7/1/24), reinforcing shareholder alignment .
- Conflicts/related-party: None requiring disclosure since 1/1/2024; Audit Committee oversees related-party transactions; policy framework in place .
- Shareholder support: Say-on-pay 97% (2024) and 98% (2023), indicating strong backing for compensation governance .
Risk Indicators & Red Flags
- Related-party transactions: None disclosed since the beginning of 2024 .
- Pledging/hedging: Prohibited; annual confirmations required .
- Attendance: At least 90% for all incumbents—no attendance issues .
- Say-on-pay: High approval; no low-vote red flags .
- No stock option repricing or director options outstanding .
Compensation Committee Analysis (context for board effectiveness)
- 2024 Members: Joseph Goldschmid (Chair), Kristian Johansen, Elizabeth D. Leykum; 6 meetings in 2024 .
- Independent consultant: Lyons, Benenson & Company Inc. engaged; no conflicts; advises on philosophy, benchmarking, risk, and structure for executives and non-executive director pay .
- Executive comp peer group and process maintained; annual risk assessment; clawback policy in place .
Say-on-Pay & Shareholder Feedback
| Year | Say-on-Pay Support |
|---|---|
| 2023 AGM | 98% approval . |
| 2024 AGM | 97% approval . |
Director Compensation Structure Changes (mid-2024)
| Change (effective 7/1/2024) | Detail |
|---|---|
| Committee fees in equity | All committee service/chair fees paid in RSUs from 7/1/24 . |
| Chair retainer increases | Audit Chair to $50k; other Chairs to $30k (equity) . |
| Committee membership fee | $10k per committee (equity); replaces prior $10k for serving on ≥3 committees . |
Potential Conflicts or Related-Party Exposure
- Policy and review: Audit Committee pre-approves/oversees related-party transactions, applying “no less favorable than market terms” standard; none required disclosure since the beginning of 2024 .
- Outside roles: Lands’ End (LE) and prior IES board roles are in unrelated sectors; no disclosed business with Valaris .
- Board representation by significant shareholders (OHA, Famatown) is disclosed and governed via support agreement; not a Leykum-specific conflict but relevant to governance context .
Work History & Career Trajectory
| Employer | Role | Time | Notes |
|---|---|---|---|
| Serenade Capital | Founder | 2016– | Investment firm leadership . |
| HEG Capital | Founding Principal | 2013–2016 | Advisory . |
| Rand Group | Vice President | 2012–2013 | Investment services . |
| ESL Investments | Vice President | 2004–2012 | Public equity investing . |
| Goldman Sachs (PIA) | Investment Professional | 2000–2002 | Principal investments . |
Education & Qualifications
- Harvard College (Phi Beta Kappa, magna cum laude); Harvard Business School (MBA with distinction); MIT cybersecurity leadership course (2023); HBS Online AI course (2024) .
Equity Ownership & Alignment (detailed)
| Item | Quantity/Status |
|---|---|
| Beneficial Ownership (4/15/2025) | 38,833 shares (<1% of outstanding 71,041,023) . |
| 12/31/2024 Vested Shares | 36,516 . |
| 12/31/2024 Unvested RSUs (non-deferred) | 3,862 (includes 1,545 elected for cash settlement) . |
| Deferred RSUs | None (for Leykum) . |
| Director Ownership Guideline | 5x annual cash retainer within 5 years; on track/compliant at 2024 YE . |
Insider Trades
- No director stock options outstanding; director equity is solely RSUs per plan design .
- Section 16(a) compliance: Company reports timely insider filings for directors and officers in 2024; no delinquencies .
Summary Implications for Investors
- Governance quality: Independent Chair with deep capital allocation background; audit financial expertise; strong attendance; equity-heavy director pay and robust ownership rules support alignment .
- Low conflict risk: No related-party transactions; prohibitions on hedging/pledging; limited outside board commitments; transparent shareholder engagement; high say-on-pay support .
- Board effectiveness signals: Active committee work, explicit risk oversight (safety, cyber/AI), recurring third-party-facilitated board evaluations .