David Mulcahy
WORKIVAAbout David S. Mulcahy
David S. Mulcahy, age 72, is Lead Independent Director of Workiva and has served on the board since 2014; he was Board Chair from 2018–2023 and became Lead Independent Director in 2023 . He is Chair and owner of Monarch Materials Group and President/owner of MABSCO Capital, with a background as a CPA and former senior tax partner at Ernst & Young specializing in M&A until 1994; he holds a BBA in Accounting and Finance from the University of Iowa . Mulcahy’s core credentials center on capital markets, M&A, accounting, taxation, and long-standing public company board service, including audit leadership .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ernst & Young | Senior Tax Partner (M&A) | Until 1994 | M&A and tax expertise; CPA |
| American Equity Investment Life Holding Co. (NYSE: AEL) | Director | 1996–2006; 2011–2024 | Non-Executive Chair (2021–2024); Chair, Nominating & Corporate Governance (2021–2024); Chair, Audit (2011–2024) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Monarch Materials Group, Inc. | Chair & Owner | Current | Manufacturer/seller of building products across North America |
| MABSCO Capital, Inc. | President & Owner | Current; “over two decades” | Portfolio management, private equity, financial consulting; managed private equity for banks/insurers |
Board Governance
- Independence: The Board determined Mulcahy is independent under SEC and NYSE rules .
- Roles: Lead Independent Director (2023–present); former Board Chair (2018–2023) . Lead Independent Director responsibilities include presiding over executive sessions, liaising between Chair/CEO and independent directors, approving agendas/information, and engaging with major stockholders when appropriate .
- Committees: Audit Committee member (audit committee financial expert); Compensation Committee member .
- Attendance: In 2024, the Board met eight times; Audit met five; Compensation met six. Each director attended at least 75% of Board and applicable committee meetings; all directors attended the 2024 annual meeting on May 30, 2024 .
- Executive sessions: Independent directors regularly hold meetings without management, chaired by the Lead Independent Director .
- Overboarding policy: Directors may serve on no more than four other public boards (two for sitting CEOs); all current directors comply .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual Board Retainer (Cash) | $50,000 | Standard non-employee director retainer |
| Lead Independent Director Fee (Cash) | $37,500 | Additional annual fee for Lead Independent Director |
| Audit Committee – Member Fee (Cash) | $10,000 | Member annual fee |
| Compensation Committee – Member Fee (Cash) | $7,500 | Member annual fee |
| Total Cash Fees (2024) | $105,000 | Matches director compensation table |
| Equity Grant (RSUs) | 2,817 shares; $215,000 fair value; grant date 2024-05-30; $76.31/share; vests fully on first anniversary | Directors may defer settlement under Nonqualified Deferred Compensation Plan |
Performance Compensation
- Directors do not receive performance-based equity or cash tied to metrics; standard director equity awards are time-based RSUs. No other awards except those described above were made to non-employee directors .
| Performance Metric | Applied to Director Pay? |
|---|---|
| Revenue Growth | Not applicable |
| EBITDA/Operating Income | Not applicable |
| TSR/ESG Goals | Not applicable |
Other Directorships & Interlocks
| Company | Role | Tenure | Committees/Notes |
|---|---|---|---|
| American Equity Investment Life Holding Co. (NYSE: AEL) | Director | 1996–2006; 2011–2024 | Non-Executive Chair (2021–2024); Chair Audit (2011–2024); Chair Nominating & Corporate Governance (2021–2024) |
- Interlocks/Conflicts: The proxy discloses no related-party transactions ≥$120,000 since Jan 1, 2024 involving directors, executives, or 5% holders (including immediate family/household) . No compensation committee interlocks; none of the current or former compensation committee members were Workiva officers/employees in 2024, and no reciprocal board/committee interlocks existed .
Expertise & Qualifications
- Audit and financial oversight: Designated Audit Committee financial expert, with financial sophistication per NYSE rules .
- Capital markets/M&A/tax competency from EY, MABSCO, and AEL service .
- Industry leadership: Extensive board leadership, including prior non-executive chair roles in financial services .
Equity Ownership
| Metric | Value |
|---|---|
| Total Beneficial Ownership (Class A) | 203,127 shares; “<1%” of class |
| RSUs Distributable Within 60 Days (as of 3/31/2025 reference) | 2,817 shares |
| Options | None (no non-employee director held options other than Vanderploeg) |
| Pledging/Hedging | Prohibited by Insider Trading Policy; no exceptions disclosed |
| Ownership Guidelines | Non-employee directors must hold ≥5x annual cash retainer; all non-employee directors were in compliance as of 3/31/2025 |
Compensation Committee Analysis
- Composition: Mulcahy, Radia, Bonner (chair; a new chair to be appointed after Bonner’s term) .
- Consultant: Alpine Rewards engaged (replacing WTW mid-2024); advised on executive and director comp, peer data, plan design, and risk assessment; committee concluded no consultant conflicts .
- Risk oversight: Committee assessed comp policies and found no excessive risk-taking likely to have a material adverse effect; Mulcahy signed the Committee report recommending inclusion of the CD&A .
Governance Assessment
- Strengths: Independent Lead Director role, active service on Audit and Compensation Committees, audit financial expert designation, and strong meeting attendance/engagement support board effectiveness and investor confidence . Stock ownership guideline compliance and anti-hedging/pledging policies enhance alignment; director pay mix combines modest fixed cash with time-based equity aligned to long-term value .
- Signals: High 2024 say-on-pay support (~96% of votes cast) indicates broad shareholder approval of pay practices and governance approach .
- Conflicts/Red Flags: No related-party transactions disclosed involving Mulcahy; no compensation committee interlocks; overboarding policy compliance; no pledging permitted—no red flags identified in proxy disclosures .