Chief Executives of public companies are busy people -- multitasking, high-energy, driven types. But a search of the most recent proxies of our state's largest 50 public companies finds that last year, some of those CEOs were busier than most. These are the chief executives who also serve on at least one other public company's board in addition to their own.
Last year, three CEOs at major Washington state public companies served on two other public boards, although as you read this, it's likely that none of them is still a public company CEO. The trio are then-Weyerhaeuser CEO Steve Rogel, who retired in April (he sits on the boards of Kroger and Union Pacific); Paula Reynolds of going-private Safeco (Delta Air Lines and Anadarko Petroleum); and Brian McAndrews of aQuantive, now a Microsoft division (Fisher Communications and Blue Nile).
There'll be at least one CEO serving on two outside boards this year: drugstore.com chief executive Dawn Lepore this spring added a directorship at The New York Times Co. to her longtime board service at eBay. Two more local CEOs who served on outside boards last year are Jonathan Klein of recently acquired Getty Images, who serves on the board of RealNetworks; and Alaska Air chairman, president and CEO William Ayer, who serves on the Puget Energy board (and will chair the new local PSE board after its upcoming acquisition).
WIDER HORIZONS
In most cases, the compensation these top execs earned for serving on outside boards, while substantial, is small compared with their CEO paychecks. So why do they take these side jobs when they already have what is usually a more than full-time job? How many outside boards are too many? Should CEOs serve on outside boards, or is it a distraction from responsibilities to their own company's shareholders?
Serving on a public board does take time, especially since the passage of the Sarbanes- Oxley Act of 2002, with its additional disclosure and board-governance requirements. Eight or 10 days a year isn't uncommon. But if they can fit it into their packed schedules, CEOs can derive many benefits from outside board service, says John Dienhart, ethics chair at the Albers School of Business and Economics at Seattle University. Their companies often benefit, too.
"Boards can get to be quite insular and groupthink without people noticing it," he says. "Seeing an outspoken lead director, perhaps at another board, can be extremely valuable."
On an outside board, Dienhart adds, CEOs can also find a peer group and hear frank opinions about their own business that managers within their own organization might hesitate to give.
"CEOs don't really have any reference group within their company. There's no one to bounce ideas off of."
Puget Energy CEO Stephen Reynolds -- who serves on the boards of Everett-based supply-chain logistics company Intermec and privately held timber firm Green Diamond Resource Co. in Seattle -- says he's learned much from sitting on other boards that's been directly useful at his own utility company, which is going private.
"You learn there's more than one way to address the same problem," he says. "I saw important transitions in business direction and leadership, major systems transitions ... all of which were very useful experiences for me personally."
With drugstore.com forecasting its first profitable year in '08, longtime director and former Vulcan president William Savoy says the board felt comfortable having Lepore add the Times board to her plate. There, she'll rub shoulders with renowned New York Times publisher Arthur Sulzberger Jr. and legendary leveraged-buyout pioneer James Kohlberg, among others.