Paula Whitten-Doolin
VuzixAbout Paula Whitten-Doolin
Paula Whitten-Doolin, age 46, is an independent director at Vuzix (VUZI) with 1 year of board tenure. She is General Counsel of Houston First Corporation and brings securities law, capital markets, and corporate governance experience, with a JD from Northwestern University Pritzker School of Law and a BS from Caltech .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ideanomics (multinational EV) | General Counsel; oversaw Legal, HR, ESG | Early 2021–Aug 2023 | Managed SEC investigation; led acquisitions/divestitures and multiple capital raises |
| Neste (Americas) | Head of Legal, Americas | Mar 2019–Mar 2022 | Served on boards of four subsidiaries incl. Mahoney Environmental; built regional legal team; negotiated SAF contracts with major airlines |
| Weil, Gotshal & Manges LLP | Litigator | Early career | Litigation training; foundational legal practice |
External Roles
| Organization | Role | Status | Committees/Impact |
|---|---|---|---|
| Houston First Corporation (local gov’t corp) | General Counsel | Current | Governance/process oversight |
| Cemivita, Inc. (private) | Strategic Advisor | Current | Renewable fuels/chemicals advisory |
| Houston Ballet (non-profit) | Board member; Finance & Audit committees | Current | Financial and audit oversight |
Board Governance
- Committee assignments: Audit Committee member; Compensation and Human Capital Committee member; Nominating and Governance Committee Chair .
- Independence: Board determined she is independent under SEC Rule 10A‑3 and NASDAQ rules; all standing committees are composed solely of independent directors .
- Attendance: In 2024, no director attended fewer than 75% of Board and applicable committee meetings; all directors attended the 2024 Annual Meeting in person .
- Committee activity levels (2024): Audit met 5 times; Compensation & Human Capital met 5 times; Nominating & Governance met 4 times .
- Lead Independent Director: Edward Kay served as Lead Independent Director as of the proxy; he passed away on July 23, 2025. Alasdair MacKinnon joined the Board on August 5, 2025 and became Audit Chair, also serving on nominating and compensation committees, indicating post‑proxy committee reconstitution .
Fixed Compensation
| Compensation Element | 2024 Amount/Policy |
|---|---|
| Board Cash Retainer | $60,000 (directors may elect RSUs in lieu of cash) |
| Incremental Chair Fees | Lead Independent Director $15,000; Audit Chair $12,000; All other committee chairs $10,000 |
| Stock Ownership Requirement | 3x base cash retainer |
| Total Annual Director Compensation Limit | $300,000 (reduced from $500,000 in 2022) |
| Paula Whitten-Doolin – 2024 Director Compensation | $ |
|---|---|
| Fees Paid in Cash | 25,000 |
| Options (in lieu of cash retainer) | 40,000 |
| Stock Awards (RSUs/stock grants) | 128,200 |
| Total | 193,200 |
- Equity grant detail: Paula received 70,922 shares on June 13, 2024 as part of annual retainer ($100,000 FMV at $1.41 close prior to grant) and 20,000 shares on June 13, 2024 for onboarding ($28,200 FMV at $1.41); she also received stock options valued at $40,000 on July 1, 2024 in lieu of $20,000 cash fees under the 2024 salary/fee reduction program .
Performance Compensation
| Instrument | Grant Date | Quantity/Terms | Fair Value |
|---|---|---|---|
| RSUs/stock grant (annual retainer) | Jun 13, 2024 | 70,922 shares (time‑based vesting, annual) | $100,000 |
| RSUs/stock grant (onboarding) | Jun 13, 2024 | 20,000 shares (time‑based) | $28,200 |
| Options (in lieu of cash) | Jul 1, 2024 | Options granted under fee reduction program (strike/expiration not disclosed for directors) | $40,000 |
- Performance metrics: Director equity is structured as time‑based RSUs; no performance metrics for director compensation were disclosed .
Other Directorships & Interlocks
- Current U.S. public company boards: None disclosed for Paula .
- Private/non‑profit boards: Houston Ballet (Board; Finance & Audit committees) .
- Subsidiary boards: Served on four Neste subsidiary boards, including Mahoney Environmental (not standalone public company) .
- Related party transactions: None since January 1, 2023 for directors/executives and >5% holders, per company disclosure .
Expertise & Qualifications
- Legal/governance: Securities law, capital markets, and corporate governance background; led legal responses to an SEC investigation at Ideanomics and executed acquisitions/divestitures and capital raises .
- Industry: Technology, real estate/hospitality, renewable fuels; negotiated SAF supply agreements with major airlines while at Neste .
- Education: JD, Northwestern University Pritzker School of Law; BS, California Institute of Technology (Caltech) .
- Financial oversight: Audit Committee membership implies financial literacy; Audit Committee financial expert designation is held by Edward Kay (then chair), not Paula .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding Shares | Notes |
|---|---|---|---|
| Paula Whitten-Doolin | 127,959 | <1.0% (*) | Beneficial ownership includes shares per SEC rules |
- Director ownership guideline: Minimum 3x annual cash retainer; individual compliance status not disclosed .
- Hedging/pledging: Company policy prohibits hedging and pledging of company securities by insiders (including directors) .
- Annual meeting attendance: All directors attended 2024 Annual Meeting in person, supporting engagement .
Governance Assessment
- Board effectiveness: Paula chairs Nominating & Governance and serves on Audit and Compensation & Human Capital, indicating central roles in oversight (board composition, risk/governance, and pay) . 2024 committee cadence (Audit 5x; Comp 5x; Nom/Gov 4x) suggests active oversight .
- Independence and engagement: Affirmed independent under NASDAQ/SEC rules; met at least the 75% attendance threshold; attended the annual meeting in person .
- Compensation alignment: Her 2024 director pay was predominantly equity (RSUs/stock grants and options) under a program that sets RSU value and allows RSUs in lieu of cash, plus ownership guidelines (3x retainer), supporting alignment with shareholders .
- Conflict checks: No related‑party transactions disclosed since Jan 1, 2023; hedging and pledging prohibited by policy .
- RED FLAGS:
- Executive pay practices include 280G tax gross‑ups for CEO/CFO severance, which are shareholder‑unfriendly; as a Compensation Committee member, Paula participates in oversight of such policies .
- Option “repricing” risk for executives: Company determined RSU grants paired with cancellation of prior options may be deemed a repricing under Nasdaq rules and sought shareholder approval; Paula’s committee oversight is implicated. Shareholder approval mitigates process risk, but repricing remains a governance sensitivity .
- Oversight continuity risk: Death of Lead Independent Director Edward Kay in July 2025 and the August 2025 appointment of Alasdair MacKinnon (new Audit Chair) introduce leadership transitions in core board controls .