Corporate Board Member

BOARDROOM SUMMIT

AGENDA

Monday, September 16

10:00

Registration and Networking

South Pre-Function (7th floor)

10:30

Welcome and Board Committee Peer Exchange Kick-off

ROOM

10:45

Concurrent Peer Exchanges (with working lunches)

Audit Committee - Chelsea
Compensation Committee - Empire
General Counsel - Gramercy
Lead Directors and Board Chairs - Olmstead
Nom/Gov Committee Group 1 - Gotham
Nom/Gov Committee Group 2 - SoHo

1:45

Networking Break

ROOM

2:00

Boardroom Summit Welcome

ROOM

2:10

Navigating the AI Frontier: Unleashing Potential, Ensuring Trust

ROOM

3:00

The 3 Secrets of CEO Succession Planning Done Right

ROOM

3:50

Networking Break

ROOM

4:15

6th Annual Board Leadership Awards

ROOM

4:30

Expect the Unexpected: Timeless Board Leadership Lessons for Uncertain Times

ROOM

5:30

Board Leadership Awards Celebration & Networking Reception

9th Floor Terrace

7:00

Day 1 Concludes

Tuesday, September 17

7:00

Breakfast Opens

7th Floor Foyer & 9th Floor Terrace

7:30

Breakfast Ask-the-Expert Roundtables (Concurrent)

Olmstead

Highly effective board-CEO relationships depend on trust and communication. Join your peers for a conversation on maximizing output of time together, getting to the topics that matter, managing conflicts and embracing diverse views, and mastering power dynamics.

Featured Speakers:

  • Rick DeRose, Co-Founder and Managing Partner, Acertitude

  • Kevin O’Neill, Co-Founder and Managing Partner, Acertitude

Herald

Elon Musk’s moonshot grants brought conversations around large, special equity awards to the forefront this year. Has your board considered the merits of special equity incentives for your CEO and other key executives, along with the key considerations like Say on Pay risk, ISS and Glass Lewis criticism, and shareholder/activist investor pushback? Join your peers for a discussion on special compensation actions, including balancing retention, e.g. granting RSUs, and performance alignment, e.g. stretch performance goals tied to share price or other hurdles, special contracts, enhanced severance or change-in-control-protection, and more.

Featured Speaker:

  • Todd Krauser, Managing Director, FW Cook

Grammercy

The job of corporate director is transforming, requiring boards to rethink traditional structures and make a thoughtful assessment of the individuals sitting around the table. What conversations is your board having around how the new director profile is evolving? What steps is (or should) your board be taking to identify current and potential future skill gaps. Join your peers to make sure your board has a robust board assessment and succession plan in place to make sure you have the right skills and perspectives around the table to drive your company’s long-term strategy forward.

Featured Speaker:

  • Joan Conley, Senior Advisor on Corporate Governance and ESG Programs, Nasdaq

8:30

Day 2 Welcome

Marquis Ballroom

8:35

Understanding Why Good Boards Make Bad Decisions: An Interactive Exercise

Marquis Ballroom

9:30

Leadership Legacies: Timeless Advice from the C-Suite to the Boardroom

Marquis Ballroom

10:20

Networking Break

9th Floor Terrace

10:40

Concurrent Breakouts

Cantor-Jolson

We will explore how board effectiveness is impacted by corporate governance structure, board composition and practices, and common strategic and risk circumstances. This scenario-based session will help you benchmark your board’s performance by uncovering factors and practices that foster board effectiveness and agility on key governance areas including: 

  • Board composition, culture, and refreshment
  • Strategic planning and alignment
  • Risk oversight and crisis preparedness
  • Business performance and growth

 

Featured Speakers:

  • Sheila Bangalore, Board Member, Games Global Ltd.; Former Chief Strategy Officer & GC, MP Materials
  • Tony Clark, Board Member, NorthWestern Energy Group
  • Kaley Karaffa, Head of Board Advisory for the Americas, Nasdaq

Marquis Ballroom

It can be unnerving when an activist investor privately contacts a board, or worse, publicly publishes a letter outlining its criticism or wages a proxy contest to replace the board. How is a director, CEO or GC supposed to react? In this simulation, attendees will walk through the phases of an activist campaign from their initial private outreach through either settlement or proxy fight. Alongside specialist activism counsel, investment bankers and public relations professionals are the two other critical advisors to companies. This session will help you learn how to navigate the complex dynamics of handling an activist, particularly since these actions play out in the public sphere.

 

Featured Speakers:

  • Kai Liekefett, Co-Chair, Shareholder Activism and Corporate Defense Practice, Sidley Austin
  • Pat Tucker, Senior Managing Director, FTI Consulting

In the rapidly evolving landscape of digital transformation and AI advancements, cybersecurity has never been more critical. Boards of Directors are now expected to play a pivotal role in safeguarding their organizations from both traditional cyber threats and the unique risks posed by artificial intelligence. Join us for a compelling discussion featuring two cybersecurity experts from Google Cloud’s Office of the CISO as they delve into the expanded responsibilities of Boards in establishing robust cybersecurity governance in the age of AI.

  • Understanding the Evolving Cyber & AI Risk Landscape
  • Ensuring Adequate Resources & Expertise for the AI World
  • Governing AI Security

 

Featured Speakers:

  • Alicja Cade, Director, Office of the CISO, Google Cloud
  • David Homovich, Office of the CISO, Google Cloud

11:35

Concurrent Breakouts

Cantor-Jolson

With M&A transactions getting bigger and increasing scrutiny from shareholders and other stakeholders, directors are under pressure to ensure that M&A transactions are completed in the right way. Whether you are on the sell side or the buy side, this panel discussion will give you the tools to ask the right questions and focus on the right aspects of the transaction.

Featured Speakers:

  • Emily Peterson Alva, Board Member, Alkermes plc and Amneal Pharmaceuticals
  • George Casey, Partner and Global Chairman of Corporate, Linklaters LLP
  • Brenda DiLuigi, Global Head of Litigation and Investigations, Diageo
  • Yiting Du, Counsel, Mergers & Acquisitions, Linklaters

Marquis Ballroom

In a rapidly evolving regulatory and technology landscape, public company directors must stay ahead of the curve on critical legal and compliance issues. Join us for a roundtable to discuss the key areas where an open dialogue between the Board and the Chief Legal Officer is critical. This session will explore recent SEC enforcement trends, including scrutiny of disclosure controls and earnings management, and the role of the Board in overseeing AI and cybersecurity. We will also discuss ESG and anti-ESG trends, and CEO succession issues. Insights from this session will assist directors in having a meaningful dialogue with your chief legal officer.

Featured Speakers:

  • Sarah Coyne, Co-Head, Global White Collar Defense, Regulatory and Investigations practice, Weil, Gotshal & Manges
  • Lyuba Goltser, Co-Head, Public Company Advisory Group, Weil Gotshal
  • Adina Storch, SVP, General Counsel and Corporate Secretary, Global Industrial Company; Board Member, Medical Facilities Corporation (TSX: DR)

In a recent Simon-Kucher study, 70% of companies report price wars in their industry.  Of the companies that admit to starting the price war, 60% of them say it was accidental.  Are your company’s pricing strategies setting you up for success or pushing you into a price war? This session designed for board members to challenge management’s pricing strategies, identify and avoid value-destroying mistakes, and implement oversight practices that ensure your company’s pricing approach is a competitive advantage rather than a costly error. 

Featured Speaker:

  • Bhavin Manjee, Partner and Board Member, Simon-Kucher

12:25

Networking Lunch

ROOM

1:10

Sustainability Under Fire – How Do Boards Find the Right Balance?

Marquis Ballroom

2:00

A People-Centric Approach to Building Resilience

Marquis Ballroom

2:50

The Board’s Ultimate Cautionary Tale: Lessons From Enron’s Former Finance Chief

9th Floor Terrace

3:45

Event Concludes

9th Floor Terrace