Posts tagged ‘Kathleen Casey’

Trustees Vote Against Examining the Freeh Report

In a contentious 90-minute special meeting Tuesday, the Board of Trustees voted down a proposal to formally examine the findings of the Freeh Report, voting instead to maintain its current stance of waiting until legal proceedings related to the Sandusky scandal run their course.

Alumni trustee Al Lord ’67 presented the initial resolution, which proposed the creation of an ad hoc committee to “examine the Freeh Report, meet with Freeh and his investigative team, review the full set of undisclosed communications and report its findings to the full board.” That resolution was defeated by a 17-9 vote, with Lord and the other eight alumni-elected trustees the only “yes” votes. A second resolution, presented by gubernatorial appointee and board vice chair Kathleen Casey ’88, proposed that the board “continue to actively monitor the discovery and factual investigations … and, upon conclusion of such proceedings, shall determine whether any action is appropriate and in the best interest of Penn State.” That resolution passed 17-8, with alumni trustee Adam Taliaferro ’05 abstaining.

It was Lord, during discussion of the second resolution, who asked Casey to clarify whether the action in her proposal (written in collaboration with Ken Frazier ’73) was simply to “continue.” When Casey said yes, Lord replied, “Continue to do what we’re doing? Resolutions should do something. This is ‘continue to do nothing.'” It was an exchange that got to the heart of the divide among the board’s members: The alumni trustees remain committed to repudiating the most damning findings of the Freeh Report, while the majority of board members argue that any such action is at best premature.

Lord introduced the amended resolution, first proposed in July, by acknowledging other issues that demand the board’s attention. “I wish that instead of talking about being pleased with only increasing tuition two or three percent, we were talking about decreasing tuition,” he said. “But what needs immediate attention is the Freeh Report… My feeling is that the consequences of the Freeh Report and the NCAA consent decree live on.” He cited comments and signs encountered by Penn State fans at the Rutgers football game last month as proof that the damage to the university’s reputation remains unchecked. “When I saw those signs, it occurred to me how far we’ve fallen, or how other people think we’ve fallen, because we don’t stand up for ourselves. I’m bothered by how meekly we react. Generally speaking, we don’t react at all … there’s a sense of ‘Suck it up, we deserve it.’ We don’t deserve it.”

The four-person ad hoc committee proposed in Lord’s resolution would have included Lord, fellow alumni trustee Anthony Lubrano ’82, and two members appointed by board chair Keith Masser ’73. The alumni trustees were unanimous in their support: Ted Brown ’68 argued that any trustee who said they’d be willing to defend the university’s reputation in a one-on-one conversation was obligated to support the proposal, while Bob Jubelirer ’59, ’62g disputed the need to wait on the legal outcomes: “There is no downside, none at all, if we review the Freeh Report.”

Counterarguments came from Keith Eckel, an elected agricultural trustee, who cited strong applicant numbers and an upgraded credit rating as signs of the university’s health, and argued that the board’s responsibility was to “our students and our constituents. I urge the defeat of this resolution and the moving forward of the university, and the continued observation of the results of the trials that are ongoing, and because of which we cannot make any decision today.” That response brought an isolated “boo” from someone in the audience of roughly 100 people, many of whom applauded points made by the various alumni trustees. An otherwise tame exchange between the business and industry-elected trustee Rick Dandrea ’77 (an attorney who argued the wait-and-see approach on the ongoing court cases) and alumni trustee Ryan McCombie ’70 led to a more strident response from the crowd; two audience members were escorted out of the meeting after loud outbursts, prompting Masser to slam his gavel at the podium, while Lord turned toward the crowd and made a “time out” signal to try to quiet things down.

When order was restored, McCombie finished his point: “We accepted a scarlet letter that said we are a ‘football culture,’ when everyone knows we aren’t a football culture. I refuse to accept that letter; I don’t think the university should, either.”

After a bit more back and forth between the two sides—and the removal of one more audience member after an extended outburst—the trustees voted, with the the “nays” carrying the day. That was followed by the introduction of Casey’s resolution, a brief back-and-forth about when the board members had initially received it (the proposal was sent out electronically last Friday), and objections from Lord, Lubrano, and Bill Oldsey ’76 about the proposal’s wording. Taking issue with the final paragraph of Casey’s proposal, Oldsey noted, “It says ‘consistent with fiduciary duty’ … and then it says we’re going to wait and see. Unless I missed the last two hours, there is a lot of disagreement on the board about our fiduciary duty.”

That disagreement doesn’t figure to change anytime soon. A quick vote to table the proposal until a later date was shot down along the expected lines—the nine alumni trustees once again voted together—before the actual vote on the Casey/Frazier “wait and see” resolution. It passed.

Ryan Jones, senior editor

October 28, 2014 at 3:35 pm 4 comments

BOT Chair Re-Elected and Other Meeting Highlights

Also at today's BOT meeting: new football coach James Franklin stopped by; here, he's welcomed by board chair Keith Masser.

Also at today’s BOT meeting: new football coach James Franklin stopped by; here, he’s welcomed by board chair Keith Masser.

This was old school. A two-hour Board of Trustees meeting. No contentious votes. Only one participant in the public comment session. An uncontested election for board chair.

The media covering the meeting joked that we didn’t have much to write about.

Partially, of course, that’s because there’s more discussion and fleshing out of ideas during the committee meetings, held the day before the full board meeting. Flat out, there’s just more to write about from those. Partially that’s because the major issue confronting the board these days is governance reform, and that’s something they talked about in an executive session yesterday with governance consultant Holly Gregory.

And it’s not like nothing happened. Here’s a quick rundown:

Masser re-elected board chair: This is a short term, just six months, because the board previously voted to change its annual meeting—at which officers are elected for one-year terms—from January to July. Just this once, the board needed to have a stopgap election to fill the six months from January to July. Incumbent Keith Masser ’73 was unanimously voted in. Also voted in were the other board officers, Penn State staffers. Vice chair Paul Silvis ’06g was elected in July to fill a vacant spot, so he already had six months remaining in his term.

Executive committee spots filled: The three trustees put forth by the governance committee—Kathleen Casey ’88, Donald Cotner ’71, and Richard Dandrea ’77—to join the executive committee as at-large members were approved. There was no discussion, and no one nominated anyone else.

Public comment: The number of speakers at public comment continued to dwindle with only one—Wendy Silverwood, whose anger at the Freeh report and trustees was palpable and who asked the board to marginalize the Freeh report and apologize to those harmed by it, including the Paterno family, lettermen, and Penn State community. She also suggested that Louis Freeh speak this spring at the third annual conference sponsored by the Network for Child Protection and Well-Being. He could be part of a panel, she said, with some of the people quoted in the Paterno family’s report—former attorney general Dick Thornburgh, Jim Clemente, and two doctors.

“The Freeh report missed a critical opportunity to educate the public on the identification of child sexual victimization and instead used the platform created by this scandal to sensationalize the blaming of Joe Paterno,” she said. “This was a terrible disservice not only to Penn Staters, but also to all parents, grandparents, and children in our state.”

Susan McHale speaks about the Network on Child Protection and Well-Being.

Susan McHale speaks about the Network on Child Protection and Well-Being.

Network for Child Protection and Well-Being: Susan McHale, director of the Social Science Institute, presented an informational report on the Network for Child Protection and Well-Being (which is housed in her institute). She built off an introduction from provost and executive vice president Nicholas Jones, who noted other examples of Penn State’s commitment to children, including the Children, Youth, and Families Consortium that was started in 1998. But when the Sandusky scandal broke, Penn State had “less than a handful” of experts in child maltreatment, and the university immediately began to remedy the situation. It made a cluster hire of 12 faculty to beef up what the center could do.

Application numbers rising: In his report to the board, president Rod Erickson said that undergraduate applications are up 19 percent at University Park and 7 percent at other campuses. The university has also received a record number of applications to the Schreyer Honors College: 3,277 students have applied for 300 spots.

Lori Shontz, senior editor

January 17, 2014 at 7:28 pm 4 comments

BOT Election: Boosting Alumni Participation

At the November meeting of the Board of Trustees’ governance and long-range planning committee, the discussion centered around how to increase participation in the alumni trustee election. At the committee meeting today, the committee made clear it wants to broaden participation even further.

The committee wants to automatically send ballots to all alumni with email addresses on file with Penn State, and it further wants to send snail-mail postcards to alumni who have only a mailing address on file. Those postcards would explain how to obtain a ballot.

In previous elections, ballots have been sent automatically only to alumni who have been members of the Penn State Alumni Association within the previous two years and alumni who donated to the university within the previous two years. Other alumni needed to request ballots.

Unlike the changes made in November, this change requires a revision of the university charter, which must be voted on by the full board. That requires a 30-day notice, so a vote will be taken at the March trustees meeting. So while this policy will not be in effect for the nomination process, which has already started, if passed it will be in place for the election, which runs April 10 through May 8.

The committee voted enthusiastically to recommend the change to the full board for a vote.

While we’re at it, this is probably a good time to define who, exactly, is an alumnus or alumna of the university—a definition that will be tweaked in the proposed charter change. Obviously anyone who’s received a degree—associate’s, bachelor’s, master’s, or doctorate—counts. But according to the charter, so do “former students … who have satisfactorily passed one semester’s or two terms’ work, or more,” in any program that requires at least two years of study.

The proposed changes would clarify that those programs requiring at least two years of study must end in a degree—basically, that people completing one of Penn State’s certificate programs are not eligible to vote.

More news from the committee meetings:

Executive committee nominations: One of the governance committee’s roles is to recommend at-large members for the board’s executive committee, and the recommendations that will be put forth Friday—if  board chair Keith Masser ’73 is re-elected—are Kathleen Casey ’88, appointed by Gov. Tom Corbett in 2013; Donald Cotner ’71, an ag trustee since 2012; and Richard Dandrea ’77, appointed as a business and industry trustee in 2013.

Those names were put forth by Masser and governance chair Keith Eckel; Masser said he chose Casey because she is vice chair of the human resources subcommittee and the compensation committee, Cotner because he is vice chair of the finance and business committee, and Dandrea because he’s a lawyer and because Ken Frazier ’73 (who has a law background) has decided to step down from the executive committee. (The board chair, board vice chair, immediate past chair, and standing committee chairs are automatically part of the executive committee.)

Barbara Doran ’75 noted that Casey is a lawyer, filling that need, and that none of the nominees were elected by alumni. She nominated Ryan McCombie ’70, who was elected by alumni in 2012. Because there were four nominees for three positions, the committee voted: Casey, Cotner, and Dandrea each received a majority of the vote; the totals were not released.

If Masser is not re-elected as chair, Eckel said, he will confer with the new chair before the governance committee puts forth nominees for the executive committee.

First compensation committee meeting: The first in-person meeting, that is. The committee, which was created at the November board meeting, did meet via conference call Saturday morning to approve compensation for new football coach James Franklin, a process that committee chair Linda Brodsky Strumpf  ’69 said was “interesting.”

Strumpf had served on the predecessor to the compensation committee, an ad-hoc group that was convened when circumstances warranted it, but this was the first time that details of the contract were reported during the process. The speed was potentially problematic—the bylaws stipulate that the committee must give three days public notice before meeting, but they were able to use the provision that if all committee members agreed to waive the three-day requirement, 24 hours notice would suffice.

The committee also approves compensation for nine other university employees (see below for the list), but that process is usually far from the spotlight. “People are really interested only in the football coach’s salary,” Strumpf said. “That’s the world we live in, I suppose.”

Under operating guidelines approved by the committee Thursday morning, the committee has responsibilities for four tiers of university officials. (Click here for the draft; see page 5 for the complete list.) The president is alone in Tier I as the only compensation the full board must approve.

The compensation committee approves compensation for five officials in Tier II—executive vice president and provost, senior vice president of finance and business, senior vice president for health affairs, senior vice president for development and alumni relations, and vice president and general counsel—and four intercollegiate athletics employees who are designated Tier IIA. That’s the athletic director, football coach, and men’s and women’s basketball coaches. For Tier II employees, the full board is informed, but does not vote.

That’s standard practice, said Jason Adwin, vice president of Sibson Consulting, who is working with the committee. “Executives govern,” he says. “Administrators manage.” And managing, he says, includes deciding on compensation.

The committee also voted to recommend to the full board that it approve an executive compensation strategy (click here for the draft) developed in consultation with Sibson; Strumpf said the hope is to vote on the strategy at the March meeting.

Sibson plans to conduct a study that’s sponsored by Penn State and will survey 60 institutions, 30 of which will be peers of Penn State, to compare how the university’s salaries, bonuses and incentives, retirement, and deferred compensation compare.  The report is expected to be ready by May, which Strumpf said is good timing because the committee will begin reviewing salary increases in August or September.

The report will not be made public, for two reasons. First, the sensitivity of salary numbers; vice president of human resources Susan Basso says a public release would deter other institutions from participating. Second, Adwin said, because institutions pay for the data.

Trustees retreat: The typical committee meetings ran on a different schedule today (and the student life and outreach committees did not meet) because of a retreat with Holly Gregory, a lawyer and consultant hired by the governance committee to facilitate discussion of further governance reforms. The first 40 minutes of the session were open to the public before the board went into executive session; I’ll have a piece on Gregory’s introduction later.

Lori Shontz, senior editor

January 16, 2014 at 6:46 pm 3 comments

Kathleen Casey Joins the Board of Trustees

Kathleen_CaseyA seat on Penn State’s Board of Trustees that has been vacant since last year has been filled: The state senate yesterday confirmed Gov. Corbett’s nomination of Kathleen Casey ’88 to the board.

Of the 32 members of the board, the governor appoints six. He nominated Casey to take the slot formerly held by Michael DiBerardinis, whose term expired last June 30. Corbett had nominated Casey back in October, but the senate—which must confirm the appointment—didn’t act on the nomination last fall, so Corbett renominated her this past February. Yesterday, the senate unanimously approved her—although one senator, John Yudichak 93, ’04g, immediately issued a statement saying the nomination should have been shelved until the General Assembly can address “the many issues with board governance at all of our state-related institutions.”

Casey majored in foreign service and international politics as an undergrad. She’s currently senior adviser for Patomak Global Partners, a D.C.-based firm that provides consulting on regulatory affairs, risk management, and compliance. Previously, she served a five-year term as a member of the Securities and Exchange Commission (President Bush appointed her to that role in 2006), and was staff director and counsel to the Banking, Housing, and Urban Affairs Committee of the U.S. Senate.

I wrote a bit more about the gubernatorial appointees on the Board of Trustees, including who the others are and when their terms expire, here.

Tina Hay, editor

May 8, 2013 at 9:37 am 2 comments

Gubernatorial Seats on the Board of Trustees

Kathleen_Casey

Kathleen Casey ’88

When Gov. Corbett’s office announced last week that the governor had nominated Kathleen Casey ’88 to the Penn State Board of Trustees, the news only raised more questions for me. Whose seat would Casey take? How long do gubernatorial appointees serve, anyway? When are the terms of the other appointees up?

I had to check with our resident trustees expert, senior editor Lori Shontz ’91, and with Penn State director of public information Lisa Powers, to get it sorted out. I thought you might be interested in what I learned.

Of the 32 members of the Board of Trustees, the governor gets to appoint six. Each serves a three-year term, with the terms staggered so that in any given year, two of those appointees’ terms are expiring. The two gubernatorial appointees whose terms were up on June 30 of this year are Alvin Clemens ’59 and Michael DiBerardinis.

If confirmed by the state senate, Kathleen Casey would take DiBerardinis’ seat. Casey, who has a law degree from George Mason in addition to her Penn State degree, currently works for a Washington, D.C., firm that advises companies on legislative and regulatory issues. Before that, she served a five-year term as a commissioner on the Securities and Exchange Commission.

“Kathy’s financial background, oversight experience, and international perspective will make her an asset to Penn State’s Board of Trustees,” Corbett said in a statement. “I am proud to nominate someone of her caliber.”

As for Clemens’s seat, Gov. Corbett hasn’t yet said whether he intends to reappoint Clemens or name someone to replace him. But, according to Penn State’s Lisa Powers, gubernatorial trustees continue to serve until their seat is filled, so Clemens is still a member of the board for now.

The other gubernatorial appointees are Ira Lubert ’73 and Paul Silvis ’06g, whose terms expire next June; and Mark Dambly ’80 and Peter Khoury ’12, whose terms are up in 2014.

Tina Hay, editor

October 8, 2012 at 1:58 pm 7 comments


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