James Barrese
VISTEONAbout James J. Barrese
James J. Barrese (age 56) has served on Visteon’s Board since 2017 and is classified as an independent director under Nasdaq and Visteon’s Director Independence Guidelines. He is currently Senior Vice President, FinTech Product Development at Intuit, with deep expertise in digital transformation, technology strategy, architecture, analytics, cloud computing, and training/experience in artificial intelligence. He is a U.S. military veteran and owner of the consulting firm Altos Group. Primary occupation: SVP, FinTech Product Development, Intuit; “Other Public Boards”: none.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Intuit, Inc. | SVP, FinTech Product Development | Sep 2023–present | FinTech product leadership; AI and cloud expertise |
| Chime Inc. | SVP, Technology and Engineering | Jul 2021–Aug 2023 | Platform engineering leadership |
| PayPal, Inc. | CTO and SVP, Payment Services Business | Feb 2015–Jun 2016 | Payments technology strategy |
| PayPal, Inc. | Chief Technology Officer | Feb 2012–Jan 2015 | Technology architecture, transformation |
| PayPal, Inc. | VP, Global Product Development | Aug 2011–Jan 2012 | Product development |
| eBay, Inc. | Executive technology roles | ~10 years | Large-scale e-commerce tech execution |
| Charitableway.com | VP Engineering | Prior | Engineering management |
| Andersen Consulting (Accenture) | Manager | Prior | Consulting delivery |
| Stanford University | Programmer, Materials Science | Prior | Technical programming |
| Altos Group | Owner (consulting company) | Ongoing | Advisory services |
External Roles
| Organization | Role | Tenure | Public/Private | Committees/Notes |
|---|---|---|---|---|
| Idemia | Director | Past 5 years | Private | Board service |
| Marin Software | Director | Past 5 years | Public | Board service |
| Merrill Corporation | Director | Past 5 years | Private | Board service |
| Other Public Boards (current) | — | — | — | None listed |
Board Governance
- Independence: The Board affirmatively determined Barrese is independent; none of the non-employee directors have relationships with the Company other than as directors/stockholders.
- Attendance: In 2024, the Board held 7 meetings and no director attended less than 75% of aggregate Board and committee meetings; all current directors attended the 2024 Annual Meeting.
- Committees and roles:
- Corporate Sustainability and Governance Committee: Member; 5 meetings in 2024; responsibilities include governance principles, director compensation, board candidate criteria, and oversight of sustainability and environmental/social policies.
- Technology Committee: Member; 3 meetings in 2024; responsibilities include technology strategy, budget recommendations, major platform investments, product-related cybersecurity, and responsible AI practices.
- Board leadership: Independent non-executive Chair; all Board committees composed entirely of independent directors; executive sessions of independent directors at each regularly scheduled Board meeting.
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $95,000 | Standard non-employee director cash retainer |
| Committee membership fee | $0 | Audit Committee members receive $10,000; Barrese is not on Audit |
| Committee chair fee | $0 | Chairs receive $15,000 (CS&G, Technology), $20,000 (Comp), $25,000 (Audit); Barrese is not a chair |
| 2024 cash earned | $95,000 | 2024 fees earned |
Total 2024 director compensation for Barrese: $245,000 (cash $95,000; stock awards $150,000).
Performance Compensation
| Equity Award | Grant Date | Grant Value | Vesting | Deferral/Distribution |
|---|---|---|---|---|
| RSU (non-employee director annual grant) | June 2024 | $150,000 | Vests ~1 year after grant | Shares distributed at vest unless prior deferral election; grants pre-2021 deferred until post-board service or change in control |
| Non-executive Chair additional RSU | N/A for Barrese | — | — | — |
- Directors may elect to defer up to 100% of retainers and cash under the 2020 Incentive Plan into stock unit accounts linked to VC share performance.
- No option awards or PSUs disclosed for non-employee directors; director equity is time-based RSUs.
Other Directorships & Interlocks
| Company | Relationship | Potential Interlock/Conflict to VC |
|---|---|---|
| Idemia (identity/security) | Past director | No VC-related transaction disclosed |
| Marin Software (ad-tech) | Past director | No VC-related transaction disclosed |
| Merrill Corporation (Datasite) | Past director | No VC-related transaction disclosed |
- Related-party transactions oversight: Annual questionnaires reviewed by CLO; Audit Committee oversees ethics/compliance; no specific related-party transactions disclosed involving Barrese.
Expertise & Qualifications
| Skill/Experience | Evidence |
|---|---|
| Senior leadership | Marked in skills matrix |
| Technology/systems expertise | Marked; deep knowledge of digital transformation, architecture, analytics, cloud; AI training/experience |
| Financial literacy | Marked |
| International business | Marked |
| Governance, sustainability & compliance | Marked |
| Academic/research | Marked (Stanford programming) |
| Military service | Marked; veteran |
Equity Ownership
| Holder | Common Shares Beneficially Owned | % of Shares Outstanding | Stock Units | Pledged Shares |
|---|---|---|---|---|
| James J. Barrese | 3,033 | <1% | 7,425 | None pledged by any director/executive officer |
- Shares outstanding reference date: 27,257,428 (as of April 10, 2025).
- Director stock ownership guideline: 5x annual cash retainer within five years; as of Dec 31, 2024, all directors were in compliance.
Governance Assessment
- Strengths: Independent status; active committee membership in Technology (including product cybersecurity and responsible AI) and Corporate Sustainability & Governance; solid attendance; equity retainer aligning interests; prohibition on hedging/pledging; majority voting standard; independent Board Chair; robust clawback policy and no excise tax gross-ups.
- Compensation alignment: Director pay mix balanced (cash retainer plus annual RSU grant); RSU vesting one year and optional deferral aligns to shareholder returns; ownership guideline compliance supports skin-in-the-game.
- Potential conflicts/red flags: None disclosed—no related-party transactions, no pledging, and anti-hedging policy in place.
- Shareholder signals: 2024 Say-on-Pay support ~97%, indicating broad investor support for compensation governance.
RED FLAGS: None identified for Barrese based on proxy disclosures (no attendance issues, no related-party transactions, no pledging/hedging; not a committee chair where fees could create outsized incentives).