Boardroom Governance with Evan Epstein

(00:00) Intro and about to the inaugural Boardroom Governance Summit (02:45) About Ivonne Wassenaar , and Alla Whitston from MUFG (04:51) AI and Board Oversight: what directors should be asking as AI moves from experimentation into core business strategy (05:59) Looking Beyond Today’s AI: why boards need outside perspectives on startups, venture investment, and where the technology may be heading next. (06:58) Building Optionality: avoiding long-term technology lock-in while models, infrastructure, and token economics are changing rapidly (07:18) AI and Cybersecurity: how AI is accelerating attacks and why boards should be conducting cyber tabletop exercises with management (08:39) Data Governance and AI: protecting company and customer data and preventing sensitive information from being used to train outside models (10:21) AI Regulation: why stronger and more consistent regulatory guardrails may actually help companies manage risk (13:24) What Directors Should Ask the CIO: data architecture, AI infrastructure, controls, third-party assessments, and protecting the company’s “crown jewels” (16:34) The AI Venture Boom (the "psychotic edge"): why investors acknowledge they may be overpaying but still fear missing the eventual winners (18:20) Separating AI Hype from Durable Businesses: customer problems, competitive moats, proprietary data, gross margins, and sustainable unit economics (19:50) Global AI Competition: U.S., Chinese, European, and Japanese models and the importance of avoiding dependence on any single provider (23:11) AI and the Workforce: how AI is changing engineering, sales, marketing, and other functions inside companies (24:40) Headcount Dollars vs. Token Dollars: how companies are reallocating budgets as AI becomes part of everyday operations (26:15) Citizen Development: why AI is democratizing software development and allowing business users to build their own tools and agents (28:48) How Boards Should Think About AI Budgets: experimentation, large strategic bets, acquisitions, and holding management accountable to the original business case. "The sure path to death is to not do AI" (32:39) Recommendation to boards : "[W]hen you think about AI, think about not necessarily your straight ROI case or your cost case. Think about what am I trying to achieve in the next six to 12 months? And that's literally as far as you can see, and it's probably closer to six." When to Shut Down AI Projects: why boards need discipline around stopping experiments that are not producing results. (33:30) Beyond Productivity: moving from cost savings and efficiency to true value realization through faster decisions, autonomy, and new business opportunities Ivonne Wassenaar is a technology executive, advisor, and experienced board director whose career spans software, strategy consulting, and CEO roles. She currently serves on boards across public, private equity, and venture-backed companies. Alla Whitston is CIO for MUFG Americas and brings more than three decades of experience leading technology in the financial services industry. Recorded at the inaugural Boardroom Governance Summit in Healdsburg, California, on August 27, 2026. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Introduction to the inaugural Boardroom Governance Summit (02:18) The Board’s Role in CEO Succession: why succession is about more than hiring and firing the CEO, and why boards should think about the entire executive management team (04:57) Is the CEO You Have Today the CEO You Need Tomorrow? How rapid changes in markets, technology, and industry can change the leadership profile a company needs (06:31) Why Succession Plans Fail: boards know succession is important, so why are so many still unprepared? (07:54) Succession as an Ongoing Process: why the conversation should begin on the first day of a CEO’s tenure (09:23) The Emotion of CEO Succession: ego, fear, trust, and why succession can become one of the most difficult conversations between a board and a CEO (11:14) Who Owns CEO Succession? The role of the board chair, Nom/Gov Committee, Comp Committee, and other board leaders (13:24) Developing Internal Candidates: how directors can build relationships with senior executives and assess whether they could realistically become CEO (14:57) The P&L Test: if operating experience is essential for the next CEO, boards need to create those development opportunities years in advance (17:53) Private Equity and CEO Succession: the influence of investment horizons, exit expectations, and the private equity sponsor (19:24) Family-Owned Companies: long-term ownership, outside CEOs, independent boards, and succession across generations (20:41) Venture-Backed Companies: what happens when investors have backed the founder but the founder may no longer be the right CEO to scale the company (22:47) Founder Control and Dual-Class Shares: the limits of board influence when founders retain voting control (24:56) Shareholder Activism: why activists often target CEO performance through the board and how directors should assess their own vulnerabilities (28:00) AI and the Next Generation of CEOs: why intellectual curiosity, adaptability, and the willingness to learn may matter more than claiming to be an AI expert (30:06) How AI, geopolitics, and accelerating change are reshaping the qualities boards should look for in CEOs Karen Francis DeGolia is a board member at Vontier, CelLink, and NAUTO. Penny Herscher is a board member at Lumentum, Penguin Solutions, Forvia SA, and Modern Health. This conversation was recorded at the inaugural Boardroom Governance Summit in Healdsburg, California, on August 26–27, 2026. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Thank you to everyone who joined the inaugural Boardroom Governance Summit (0:30) Intro (1:51) About the podcast sponsor: The American College of Governance Counsel (2:38) Start of interview (3:21) Raffaela Rein ’s Origin Story (4:44) Rocket Internet : the “copycat factory,” global expansion, execution, and leadership lessons (8:36) Founding and selling CareerFoundry (9:16) Raffaela’s Board Journey: Porsche and other boards: PE, tech unicorn, startups and non-profits. (11:04) Why she founded BoardLens (15:00) AI as a Strategic Sparring Partner for board members: better preparation, sharper questions, and challenging assumptions (16:14) How BoardLens is different from a traditional board portal and why individual directors are adopting it (18:37) Confidentiality, Privilege, and AI: the risks of using public AI tools for board work (21:03) The AI models behind BoardLens: Anthropic, Gemini, and OpenAI (23:25) Open vs. Closed AI Models and balancing performance, security, and confidentiality (25:01) BoardLens users and the growing demand for AI in regulated industries (26:37) The “ private equitization ” of the economy and the rise of private-company boards (31:38) OpenAI, Anthropic, and New Governance Models: PBCs, nonprofits, trusts, and mission-driven governance (35:15) The Sam Altman episode and the unusual balance of power among boards, employees, and investors (36:34) Mission vs. Financial Interests in AI governance (37:47) Founder Control and Dual-Class Shares: SpaceX, Elon Musk, and investor willingness to accept unconventional governance (39:17) The Porsche IPO and other unconventional governance structures (41:07) U.S. vs. German Boards: comparing the single-board and two-tier governance models (44:00) Why the board meeting should be one of the most valuable meetings in the company , not simply a reporting exercise (44:40) Why Raffaela believes the AI transformation may be bigger than the digital transformation (45:36) AI Strategy and Governance education for directors (46:00) Building a Directors Council to think about the future of board work in an AI-driven world (47:44) Autonomous vehicles, disruption of the German and European auto industries, and global competition (48:15) What happens if AI makes many goods and services dramatically cheaper, or even effectively free? (49:04) Books that have greatly influenced her life: Radical Candor , by Kim Scott Never Split the Difference , by Chris Voss The Hard Thing About Hard Things , by Ben Horowitz (51:13) Her mentors and the people she admires for perseverance (52:12) Quotes she thinks of often: Invictus and “I am the master of my fate, I am the captain of my soul.” (52:54) An unusual habit: going through different color phases (53:56) The living person she most admires: Tony Robbins , and his ability to sustain a sense of purpose over decades Raffaela Rein is the CEO and founder of BoardLens , an AI-powered intelligence platform built for board members. Her career spans BlackRock, Rocket Internet, entrepreneurship, and corporate boards. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Thank you to all participants of the Boardroom Governance Summit (Aug 26-27, 2026) (0:16) Intro *Boardroom Governance YouTube Channel launch . (1:45) About the podcast sponsor: The American College of Governance Counsel . (2:31) Start of interview. (3:25) Origin Story of Marc Huffman (6:26) About OnBoard (10:35) AI Risks for SaaS and OnBoard (12:46) Directors Using AI in Shadows . His ideal board books. (17:05) Building a Better AI Policy (20:44) Agentic AI for Boards. Semantics search inside the board portal. (23:30) Recording Risks in Meetings (27:34) Improving Board Effectiveness (29:44) Public, Private, and Governance (32:50) The Private Markets Shift (37:37) AI and Board Dynamics. Empowering Independent Directors . (41:40) Semantic Search and Governance IQ Breakthrough (institutional memory). (44:15) Models, Costs, and Trust (47:26) Book that has greatly influenced his life: Shantaram , by Gregory David Roberts (2003) (48:17) His mentors (49:22) Quotes that he thinks of often or lives his life by "I'm a product of my own expectations" (49:43) An unusual habit or an absurd thing that he loves. (50:35) The living person he most admires. Marc Huffman is the CEO of OnBoard , a global leader in digital board governance solutions, serving over 6,000 boards worldwide. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) About the Boardroom Governance Summit (Aug 26-27, 2026) (0:43) Intro (2:08) About the podcast sponsor: The American College of Governance Counsel . (2:54) Start of interview. (3:56) Origin Story of Shannon Nash (7:00) Her pivot from Law to Finance (9:15) Her operating and finance career (12:55) Her experience in tech (subscription businesses) and current COO and CFO role at Vibrant Planet (15:50) Her first board (UserTesting) and subsequent board career (Netscout, SoFi, Lazy Dog Restaurants, Silicon Valley Community Foundation) (22:04) Cybersecurity Meets AI (28:47) Where are the Humans? The next wave in the agentic era (31:44) Regulated Boards and Risk (36:25) Private Board Experience (VC and PE). (41:13) About Alpha AI, focusing on AI Governance (43:53) On her podcast No Boxes, Just Verses (46:45) Her obsession with the Acquired podcast (47:41) Her mentors (49:40) Quotes that she thinks of often or lives her life by. (51:06) An unusual habit or an absurd thing that she loves. Beat Shazam show (52:15) The living person she most admires. Shannon Nash is a qualified financial expert, attorney, and CPA with over 30 years at the intersection of technology, finance, and governance. She serves as a board member in both public and private companies. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) About the Boardroom Governance Summit (Aug 26-27, 2026) (1:20) Intro (2:45) About the podcast sponsor: The American College of Governance Counsel . (3:31) Start of interview. (4:55) Origin Story of Sandra Gobert (6:04) Sandra’s Career Path (8:56) Guberna and Board Education. Member of EcoDa . (12:00) Family Firms and Control in EU (13:53) Relationship Agreements Explained (examples, Bpost and Proximus ) (19:05) State Owned Enterprises (SOEs), and Government involvement on Boards (19:58) The Board’s Emerging Fourth Role : advocacy and policymaking, alongside its traditional strategic, leadership, and oversight responsibilities. (22:52) AI and Alternative Structures. PBCs, Foundations, and other European multi-stakeholder models. (29:25) Employees on the Board ("unacceptable in Belgium"). (31:01) Toward European Harmonization ("We need more Europe, not less Europe") (31:50) The EU Inc. Idea (33:57) Principle-Based Governance ("Comply or Explain" framework) (36:19) The Value of Board Evaluations (41:05) Founder Control in Tech (dual class share structures) (44:05) Europe’s Power Shift (46:34) China and Global Competition (49:42) Europe’s Economic Pressures (reference to The Economist's interview with Elon Musk ) (52:23) Board Dynamics Matter (53:19) Books that have greatly influenced her life: Catherine de Médicis, ou, La reine noire , by Jean Orieux (1986) Passion , by Jude Morgan (2005) The Journey of Leadership by Hans-Werner Kaas, Dana Maor, Kurt Strovink, Ramesh Srinivasan (2024) (54:59) Her mentors. (55:52) Quotes that she thinks of often or lives her life by. (57:09) An unusual habit or an absurd thing that she loves. (58:05) The living person she most admires in governance: Christine Lagarde . Sandra Gobert is the Executive Director of GUBERNA. Sandra also serves as an independent director of Fluxys Belgium, sits on the board of ecoDa, the European Confederation of Directors Associations, and is a member of the board of Belgium’s Corporate Governance Committee. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) About the Boardroom Governance Summit (Aug 26-27, 2026) (1:17) Intro (2:45) About the podcast sponsor: The American College of Governance Counsel . (3:31) Start of interview. (4:39) AI and Governance Today (5:34) Data Center Politics (reference to moratorium by New York State) (6:48) About the 3rd Rome Conference on AI, Ethics and Governance (9:06) AI Hype and Job Fears (14:45) Birth and focus of The Chairs Circle and Limerick Lane Cellars . (22:53) CEO Succession Lessons (30:58) Founders versus Boards (37:04) EVs and China’s Rise (44:58) Semiconductors , Chips and Geopolitics (49:03) Boards in a Fractured World "[W]e now need to have engaged board members, board members who are curious, who read, who stay up to speed on things, who keep asking more questions. You cannot have directors who are just calling it in anymore." (53:31) Government as Shareholder Karen Francis DeGolia is a board member at Vontier, CelLink, and NAUTO. Penny Herscher is a board member at Lumentum, Penguin Solutions, Forvia SA, and Modern Health. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) About the Boardroom Governance Summit (Aug 26-27, 2026) (0:55) Intro (2:37) About the podcast sponsor: The American College of Governance Counsel . (3:24) Start of interview. (4:23) Origin story Mayree Clark (6:08) Origin story Linda Riefler (8:23) About their Leading-Edge Stewardship framework and personal road-map. (11:38) Teamwork and Long-Term Value Creation (16:03) On board diversity and pace of change (19:02) Boards in distress: Mayree joining Ally Financial in financial crisis (2009) (21:39) MSCI Culture and CEO Relations (26:02) Tough calls on CEO transitions (example of CSX CEO transition ) (32:39) Private Equity Board Lessons (flexibility on decision-making and talent pools) (36:22) Handling under-performing directors (43:11) German Governance Across Borders (Mayree's experience serving on Deutsche Bank's board ) (48:06) Purpose, Adversity, and Stewardship (50:42) What are the 1-3 books that have greatly influenced your life: Mayree: Self Renewal : The Individual and the Innovative Society, by John Gardner (1963) Linda: A Brief History of Everything , by Ken Wilber (2017) How the Word is Passed , by Clint Smith (2021) The Spark Within, by Michael Neal (coach) (53:36) Who were their mentors, and what they learned from them. (56:37) An unusual habit or an absurd thing that they love. (1:00:16) The living person they most admire. Mayree Clark is a longtime corporate director, founder and Managing Partner of Eachwin Capital, and former senior executive at Morgan Stanley. She currently serves on the boards of Ally Financial and Deutsche Bank AG. Linda Riefler is an experienced corporate director and former senior executive at Morgan Stanley. She currently serves on the boards of CSX Corporation, MSCI Inc., and North American Partners in Anesthesia, and is chair of Pencils of Promise. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) About the Boardroom Governance Summit (Aug 26-27, 2026) (0:55) Intro (2:44) About the podcast sponsor: The American College of Governance Counsel . (3:30) Start of interview. (4:16) Origin story Marie Bafus (5:30) Origin story Wendy Grasso (7:34) Diving into their article AI in the Boardroom: What Directors Need to Know Now (4:14) Why AI Needs Board Oversight (12:00) Caremark and Oversight Duties (15:12) Mission-Critical Risk Cases. Reference to Marchand case (2019) and Boeing case (2021) (19:18) Where AI Belongs in Governance (board level and board committees) (21:28) Defining Mission-Critical AI (24:45) Strategy, Capital Allocation, and Judgment (29:50) Board Minutes as Litigation Evidence (33:52) Private Companies , Same Duties (38:35) AI Washing and Disclosure Risks (43:10) How Boards (and Board Members) Can Use AI (47:08) Hallucinations, Confidentiality, and Privilege. Reference to U.S. v Heppner case (2026) (52:03) Building an AI Usage Policy (53:36) Recording Boards with AI (note taking apps) (57:05) Workforce Trust and Environmental Risk (1:00:00) AI for Oversight Itself (1:02:02) AI’s Impact on Legal Practice Marie Bafus is a partner in Fenwick’s Securities Litigation Practice and Wendy Grasso is counsel in Fenwick’s Corporate Practice. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) About the Boardroom Governance Summit (Aug 26-27, 2026) (0:54) Intro (2:15) About the podcast sponsor: The American College of Governance Counsel . (3:01) Start of interview. *Reference to prior episode with Terry ( E131 ) from 2024. (3:50) About Terry's role as Co-Chair of WilmerHale's Sports & Gaming Practice (4:52) Sports Investment Boom, now including institutional investors and private equity (8:40) League Ownership Models (ie. NFL, MLS, WPHL, etc) (14:24) Player Revenue Battles (example of WNBA) (16:34) Terry's sports governance practice (18:18) The Soccer World Cup, Global Expansion, and cross-border investments (20:35) U.S. Sporting Franchises (23:09) Betting platforms and Integrity. Growth of prediction markets like Polymarket and Kalshi. (26:58) Women’s Sports Surge (32:38) Family Business Governance (38:06) Family Office Structures (41:11) Wine Industry Pressure (44:27) Future of Sports Investing (47:03) College Sports Revenue Sharing. Reference to House case settlement (49:55) Promotion and Relegation Teresa (Terry) Johnson is co-chair of WilmerHale’s Sports & Gaming Practice, and a partner in the firm’s Transactional Department. Ms. Johnson is an experienced sports and corporate transactions lawyer with over three decades of experience advising clients on securities transactions, corporate governance and capital markets matters. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro to this episode (2:52) About the podcast sponsor: The American College of Governance Counsel (3:39) Start of interview (4:18) Keith Giarman 's origin story. About DHR Global (9:33) Tony Abate 's origin story. Current boards: Wolfspeed , GTT Communications , Mitel , and Tacora Resources . (23:52) Turnaround Board Playbook . Three phases: 1) Fix the balance sheet; 2) Turnaround strategy, and time to turn to the income statement; and 3) Exit the business. (28:50) Private Equity Board Structure. It is all contextual. (33:40) Compensation in PE boards. (31:15) What Makes Boards Effective , from Tony based on his chairmanship experience. Execution vs process. *Execution: 1) Skill Set Distribution ("Three is too few, five too many."), 2) Relevance of that skill set distribution to the situation at hand, and 3) Willingness to engage with the management team between board meetings ("the most important" goes to board culture). (38:34) Building the Board Agenda , from Tony: Tight agenda in three buckets: 1) Decisions needed now, 2) input without a decision, and 3) FYI. Most boards get stuck on FYI and never reach the real decisions. Then 40 to 50% of the deck should be standardized financial and operational KPIs (flag only what's changing), one rotating deep dive, and executive sessions with and without the CEO. (42:53) LLCs and Governance Dynamics in PE . (45:52) AI and Board Talent Demand . "Matrix management" (50:36) Underestimated Governance Risks . From Keith: for board members: "Are they aligned? Are they courageous? And are they adaptive?" From Tony: "The board should talk about the what, not the how." Difference between supervising and execution. Caveat: some PE firms are very prescriptive. (56:23) Founder-Led or Board-Led companies. (1:00:16) What are the 1-3 books that have greatly influenced your life: Tony: Titan by Ron Chernow (1998) Theodore Rex by Edmund Morris (volume 2 of the trilogy) (2001) The Demon of Unrest by Erik Larson (2004) Keith: Mornings on Horseback , by David McCullough (1981) The Outsiders , by William N. Thorndike Jr. (2012) The Evolving Self , by Robert Kegan (1982) (1:05:00) Who were their mentors, and what they learned from them. (1:09:07) Quotes they think of often or live their life by. Tony: The Man in the Ring by Teddy Roosevelt. Rudyard Kipling poem If . Keith: "Everybody has a plan until they get hit in the face" (1:11:17) An unusual habit or an absurd thing that they love. (1:12:21) The living person they most admire. Keith Giarman is a Managing Partner of the Private Equity Practice at DHR Global, and Tony Abate is an experienced board chair, director, investor, and operating executive. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro *Reference to the Boardroom Governance Summit at Limerick Lane Cellars, Healdsburg, California (Aug 26-27, 2026) (2:12) About the podcast sponsor: The American College of Governance Counsel . (2:59) Start of interview. (4:00) Origin Story of Emily, and Stewardship (6:15) From Engineer to CEO (7:14) Companies that she led: Elo Touch Systems (97-00), Capstone Turbine (02-03), Apexon (04-07) and NovaTorque (09-17). (9:50) Changing geopolitics of manufacturing (10:49) First Boards and Public Company Lessons (first board experience in Japan) "The soft skills are the hard part to do." (15:48) On serving in private VC-backed boards . "If you know one board, you know one board. I mean, they are all so different." (22:43) On serving in non-profit boards . "It's one of the best possible ways to get governance experience." (26:20) CEO Mistakes (32:03) Board Succession for leadership and skills. (35:33) Board Evaluations Done Right (37:41) What Makes Great Directors. *reference to Leading Edge Stewardship , by Linda Riefler and Mayree Clark (Stanford Women on Boards). "Asking the right question, at the right time, in the right way." (39:57) AI and the Boardroom. (46:16) Innovation Versus Oversight. " The goal is informed oversight without operational interference" (49:34) Teaching Governance to Stanford Students (52:17) Boards need to have a long-term orientation in this short-term world. (52:34) Books that have greatly influenced her life: The Bible Why Nations Fail: The Origins of Power, Prosperity, and Poverty , by Daron Acemoglu and James A. Robinson (2012) The Count of Monte Cristo by Alexandre Dumas (1846) (54:12) Her mentors. "[T]hey told me things I needed to hear in a way that I could hear them because it's easy to get defensive." (55:38) Quotes that she thinks of often or lives her life by. "Never doubt that a small group of thoughtful, committed, citizens can change the world. Indeed, it is the only thing that ever has.' by Margaret Mead. (56:43) An unusual habit or an absurd thing that she loves. (57:30) The living person she most admires in governance: Bob Joss . Emily Liggett serves on the boards of Ultra Clean Technology and Materion Corporation. She also serves as Lecturer at Stanford GSB, where she teaches corporate governance and board leadership. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro, *Reference to the Boardroom Governance Summit (Aug 26-27, 2026) (2:42) About the podcast sponsor: The American College of Governance Counsel . (3:28) Start of interview. *Reference to prior episode with Greg ( E136 ) from 2024. (5:14) Market Boom and AI Supercycle (6:14) AI Is Changing Everything (9:06) How does a VC use AI (venture business: sourcing, selection, and stewardship) (12:13) Cloud and Startup Costs, rise of seed rounds and institutional angel investors (15:13) JSV Launchpad , a 10-week, in-person summer program in SF from JSV for early-stage student AI founders (18:50) SaaSpocalypse Debate and AI Washing (reference to the Albert Saniger / Nate Inc case) (21:33) Growth Metrics Rewritten (when Anthropic has grown 80x year over year) "the best solution for high prices is high prices" (24:20) Sorting SaaS Risks (27:30) Defensibility in the AI Era: 1) Network effects, 2) Systems of record, and 3) Regulated workflow. (29:52) AI impact to companies: 1) Are the foundation models existential? 2) How much have you incorporated AI into your platform or your product? 3) How important is AI within your product? and 4) How much have you integrated AI into your operations? "In a world where building software is easy, one of the things that we're already seeing within our portfolio, and I think we'll see more of this, is... horizontal expansion (expanding to adjacent businesses)." (32:33) AI, Jobs, and Layoffs (*reference to this FT article: What if remote working, not AI, is to blame for weak junior hiring? ) (38:28) Private Markets and IPOs. Liquidity in venture ecosystem (M&A and private equity). (42:02) SpaceX, Anthropic and OpenAI IPOs (45:18) Data Centers and Backlash "It's easy to demonize" (46:16) Regulation and Global Competition "AI right now has become a great bogeyman for both sides." (50:14) Board Strategy for AI (52:12) On Kirkland & Ellis' $500m bet to develop its own AI technology Greg Gretsch is a Founding Partner and Managing Director of Jackson Square Ventures, an early-stage VC firm based in San Francisco. Greg has more than two decades of experience in VC and five of his early-stage investments have gone on to exits or valuations above $1 billion. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro (1:47) About the podcast sponsor: The American College of Governance Counsel (2:34) Start of interview (4:12) Laurie's origin story (6:19) From Management Consulting ( Accenture ) to Product Innovation ( Visa ). "What they all had in common was that I got to start with a blank sheet of paper." (8:52) Toward Venture Capital and Board Governance. From Sun Microsystems to Packet Design to investing. (13:07) How she got interested in board governance. Her first board experience with Interactive Investor (cross-listed in US and UK) (14:27) Joining Playground Global in 2019 (16:16) Tesla ’s Day-Zero Board (20:15) Zoox and Autonomous Ambition (24:11) Boards Across Company Types: VC-backed companies and family businesses. Example of her time as board member at Bose . (27:57) Lessons from Church and Dwight . The roles of M&A and marketing. (30:37) Her co-authored paper on The Artificially Intelligent Boardroom (Stanford GSB) (35:30) Private Markets and Trillion-Dollar Valuations (40:28) The role of private equity in this environment, and its distinctive board structure. (42:55) Geopolitics and Supply Chains (47:20) Cybersecurity Oversight in the AI Age (50:45) Courage in the Boardroom. “As board members, we have to be courageous enough to ask the right questions at the right time, rather than sit back and hope everything will be okay.” (52:22) Books that have greatly influenced her life: Night Train to Lisbon , by Pascal Mercier (2004) The Immortal Life of Henrietta Lacks , by Rebecca Skloot (2010) Sapiens: A Brief History of Mankind , by Yuval Noah Harari (2011) (54:14) Her mentors: Heidi Roizen Scott McNealy Peggy Johnson (56:49) Quotes that she thinks of often or lives her life by. "It is easy enough to be pleasant, when life flows by like a song, but the man worth while is one who will smile, when everything goes dead wrong." Ella Wheeler Wilcox (57:32) An unusual habit or an absurd thing that she loves. Dancing, after following research from Kelly McGonigal . Hummingbird feeders. (59:39) The living person she most admires: her husband, Ben Lenail . Laurie Yoler is a venture capital investor at Playground Global, former board member at Tesla and Zoox, and a director or advisor to more than 25 boards. She currently serves on the boards of Church & Dwight and the NACD Northern California Chapter. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro (1:34) About the podcast sponsor: The American College of Governance Counsel (2:21) Start of interview (3:20) Marie's origin story (5:19) Career Path in Law and Governance. Her time at HP and Agilent Technologies. (7:50) Transition to eBay (9:57) Shareholder Activism and eBay's Story * CNBC clip with Ryan Cohen (14:42) Governance Roles and Board Memberships (16:50) Her teaching positions on the role of the General Counsel (18:57) Chair and Director Succession (23:37) On separating Chair and CEO roles (25:44) Governance in Private Companies (30:40) The Impact of AI on Governance. She thinks of it in three buckets: 1) Customer/revenue opportunity; 2) from an enterprise wide standpoint; and 3) AI risks (34:36) Questions board members should ask management regarding AI opportunities and challenges (38:09) Energy Sector and AI *Marie serves on the board of Portland General Electric (43:10) Geopolitical Challenges in Business *reference to Meta-Manus China breakup (45:24) Building Trust in the Boardroom (48:30) Books that have greatly influenced her life: The Book of Alchemy , by Suleika Jaouad (2025) Phoenix in a Jade Bowl , by Bonnie Bongwan Cho Oh (her mother) (2013) Atomic Habits , by James Clear (2018) (50:32) Her mentors (52:38) Quotes that she thinks of often or lives her life by. (54:00) An unusual habit or an absurd thing that she loves. (56:00) The living person she most admires: Lisa Su. Marie Oh Huber has over 30 years of experience of strategic business, legal, regulatory and public policy experience in large global public technology companies, including eBay, Agilent Technologies, and HP. She currently serves on the board of Portland General Electric You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro (1:24) About the podcast sponsor: The American College of Governance Counsel (2:11) Start of interview *reference to the BRI from LCDA (3:54) Eddie's origin story (6:27) Eddie's investment focus (7:44) The rise of AI and its impact on him (9:06) Eddie’s roles in investment over the past 35 years (as GP and LP). (8:32) His current endeavors: 1) Board member in mutual funds ( Calvert Funds ); 2) Independent director and Chair elect of Global X Venture Fund ; 3) Chief Strategy Officer at Leadview Capital ; and 4) Advisor at Bullpen.ai (19:38) Dealing with AI hallucinations (e.g. Sullivan & Cromwell example ) (23:13) Convergence of AI, ESG, and Governance: "It's dramatic" (25:00) "Stocks will be tokenized, markets will be much more liquid." "Wall street is trying to put liquid claims on illiquid investments" *WSJ Nasdaq's Plan for 24/7 Tokenized Stock Trading (31:20) Geopolitical Challenges in Investing and for Boards. *Example of Meta-Manus breakup . "We live in a selectively connected world." (34:00) Politicization and social issues in corporations. Board Adaptation to Rapid Changes (38:19) AI and Audit Committee Responsibilities (40:30) Bridging the AI Knowledge Gap "Boards are under prepared." *References to Stanford GSB cases: Netflix Approach to Governance and the Artificially Intelligent Boardroom (46:10) Changing Dynamics in Board Practices. "It's a matter of time before companies like SAP or Microsoft move into corporate auditing, or Amazon starts offering mutual funds. The incumbents just don't see it coming." (47:10) Power Laws and Growth in Private Markets. (50:31) Books that have greatly influenced his life: The Power Broker, by Robert Caro (1974) The Tipping Point, by Malcolm Gladwell (2000) U2 by U2 , by Bono, The Edge, Adam Clayton, Larry Mullen Jr. with Neil McCormick (2006) (52:56) His mentors. (53:56) Quotes that he thinks of often or lives her life by: "Prioritize by impact" "Recognize the good in everyone" (55:10) An unusual habit or an absurd thing that he loves: obsession with curating music playlists. (55:06) The living person he most admires: Bono and Bad Bunny. Eddie Ramos is the Chief Strategy Officer for Leadview Capital. He is also currently on the board of Morgan Stanley’s Calvert Mutual Funds and Global X Venture Fund, serving as the Chairman of the Audit Committee for both. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro (1:36) About the podcast sponsor: The American College of Governance Counsel (2:23) Start of interview (3:11) Steve's origin story (5:05) His Journey into Journalism (6:02) The Rise of Governance Movement (7:00) Transformation of Board Accountability. Reference to the 1992 Board coup at GM and other historical changes. (10:24) Communication in Governance (12:25) Establishing Gladstone Place Partners (15:00) Crisis Management and Board Roles (17:34) The Importance of Investor Relations (20:40) Current Landscape of Shareholder Activism. (25:14) The Snap activism case . The impact of activism on companies with dual-class share structures. (30:12) M&A Transactions, Delaware and DExit. The impact of Twitter's acquisition by Elon Musk. Reference to E201 with Leo Strine . (34:47) The Ongoing Cybersecurity Challenge. Reference to Anthropic's new Claude Mythos. (37:51) The Impact of AI on Governance. The case of Anthropic's dispute with the Pentagon. *Reference to evanepstein.substack.com and E204 with Eric Ries . (42:50) AI's PR problem. The challenge of building data centers. The geopolitics of AI. (46:30) Impact of job firings , due to AI? (49:53) The state of ESG and DEI in 2026. (52:05) Books that have greatly influenced his life: The Island at the Center of the World , by Russell Shorto (2004) The Power Broker, by Robert Caro (1974) Alexander Hamilton , by Ron Chernow (2004) (53:10) His mentors . (54:00) Quotes that he thinks of often or lives her life by (Grateful Dead lyrics) (54:24) An unusual habit or an absurd thing that he loves (55:06) The living person he most admires Steven Lipin is founder and CEO of communications advisory firm Gladstone Place Partners and a trusted advisor in the field of strategic, financial and corporate governance communications. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro, *Reference to prior episode with Ben Means ( E105 ) (1:36) About the podcast sponsor: The American College of Governance Counsel . (2:23) Start of interview. (3:39) The Premise of his new book Family Business Law (6:48) Understanding Shareholder Oppression (10:17) The Three-Circle Model Explained (13:34) The Personal Impact of Family Business (16:24) Boards in Family Businesses (18:09) The Importance of Voice (20:47) Overlapping Family and Business Law *Reference to my episodes on HBO's Succession (24:36) The Succession Challenge (transference to next generation or sale of company) (28:18) Fiduciary Duties and Governance. *Reference to the Market Basket litigation (34:03) Family Protocols : A Solution? (35:13) Societal Impact of Family Businesses *Reference to E204 with Eric Ries (38:24) Innovations in Governance and Family Businesses. Pros and Cons of LLCs (42:56) Features of a New Family Structure (46:05) The Rise of Family Offices Benjamin Means is a Professor of Law, the John T. Campbell Chair in Business and Professional Ethics, and Director of the Family & Small Business Program at the University of South Carolina Joseph F. Rice School of Law. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro (1:40) About the podcast sponsor: The American College of Governance Counsel (2:26) Start of interview (3:19) Eric's origin story (5:00) The Lean Startup Journey (10:23) About The Long-Term Stock Exchange (18:00) Governance and Eric's New Book Incorruptible (24:14) On Governance in Startups vs. Public Companies and so-called "best practices." "One of the key ideas in the book is that it's always too early until it's too late." (28:37) Why the title Incorruptible. How to become an incorruptible force for good in the world. (33:15) The board members' sacred obligation. The call for a director's oath . (34:40) The concepts of Financial Gravity and Career Equity . "The force that no one controls, but everyone obeys." "The number one thing CEOs notice before and after the IPO: every employee is looking at the stock ticker every day." (41:38) Innovations in AI Governance (OpenAI, Anthropic, etc) "A new old idea" (44:36) On the Public Benefit Corporation (PBC) structure. (46:25) The Case for New Governance Structures. "The shareholder primacy debate has become completely divorced from the actual material interests of shareholders." The example of Costco. (52:45) On Dual-Class Share Structures. "I don't think emperor for life is a great political system" "[The] standard governance [model] has to be really bad for dictator for life to be an improvement." "I'm interested in trying to create what I call the architecture of institutional longevity. What would it take to create organizations that can endure for decades or even centuries? In order to do that, by definition, we have to find ways to encode the ethos." (56:51) Mission-Locked Constellations. "Structures that involve many different entities that are locked together to act as a bit of an immune system against corruption." "The spiritual holding company : a constellation of multiple entities where some entity has the responsibility of being at the center to provide basically mission protection as a service to the for-profit entities under its purview." (1:01:07) The Novo Nordisk story. *reference to the Acquired podcast episode . (1:07:10) Books that have greatly influenced his life: The Machine that Changed the World , by James P. Womack, Daniel T. Jones, and Daniel Roos (1990) Toyota Production System , by Taiichi Ohno (2001) Toyota Way , by Jeffrey Liker (2003) Dune , by Frank Herbert (1965) The Dawn of Everything , by David Graeber and David Wengrow (2021) The Enlightened Capitalists , by James O'Toole (2019) (1:12:20) His mentors . Steve Blank , Ken Duda , Maliz Beams , Dario Amodei , Brian Chesky , Matthew Prince , Sid Sijbrandij , Dustin Moskovitz , James Reinhart , Todd Park . (1:14:00) Quotes that he thinks of often or lives her life by "Nothing real can be threatened, and nothing unreal exists" (from A Course in Miracles ) (1:15:25) An unusual habit or an absurd thing that he loves (1:16:08) The living person he most admires Eric Ries is the Creator of the Lean Startup method and author of The Lean Startup, he has spent two decades reshaping how companies are built and managed. He is also the founder of the Long-Term Stock Exchange (LTSE) and host of The Eric Ries Show podcast. More info on his latest book Incorruptible here . You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro (1:31) About the podcast sponsor: The American College of Governance Counsel (2:18) Start of interview (3:10) Ben's origin story (7:14) Embracing Nevada as Home. Joining University of Nevada Las Vegas (UNLV) in 2017. (10:14) Joining Wilson Sonsini as Senior of Counsel (2026) (13:00) The Reincorporation Movement. Competition between Delaware, Texas, Nevada and others. *Reference to E201 with Leo Strine (14:28) Tracking Company Reincorporation Movements (at Business Law Prof Blog ) (16:02) The Texas vs. Nevada Landscape (17:50) Reasons Companies Move Jurisdictions *Reference to E194 with Richard Blake on SV150 companies (23:15) Delaware advantages (25:32) How Nevada is competing: "[W]e need to be able to do is reduce the friction and the barriers to picking Nevada as a jurisdiction." (26:09) Delaware's SB21 and Its Implications. *Reference to Cornerstone Research report on the increase of M&A settlements and paper Is Delaware Different? Stockholder Lawyering in the Court of Chancery by Jessica Erickson, Adam Pritchard, and Stephen Choi (31:54) The Race to the Bottom theory *Reference to E200 with Betsy Atkins (34:50) Nevada's Business Courts and Future Changes ( constitutional amendment ) (41:44) The IPO Landscape: Trends and Insights (Delaware fell from over 80% of IPO incorporations in 2022-2024 to just under 62% in 2025; Nevada reached ~17%, and Texas just under 4%). Bill Ackman picking Nevada for the IPO of Pershing Square . (44:45) Addressing Nevada's Reputation (the example of LQR House reincorporating from Nevada to Delaware) *Reference to the Startup Litigation Digest (49:06) Founder-Led Companies and Jurisdiction Choices. Example of Mark Pincus: Founders, Leave Delaware (While You Still Can) (53:46) Nevada’s Commission to Study the Adjudication of Business Law Cases (55:50) Books that have greatly influenced his life: Give and Take , by Adam Grant (2013) Drive , by Daniel Pink (2009) Chimpanzee Politics , by Frans de Waal (1982) (57:16) His mentors . (58:16) Quotes that he thinks of often or lives her life by "To have a friend, you got to be a friend." (58:39) An unusual habit or an absurd thing that he loves (58:57) The living person he most admires Benjamin Edwards is a Professor of Law at the William S. Boyd School of Law at the University of Nevada, Las Vegas (UNLV). Ben also recently joined Wilson Sonsini as Senior Of Counsel to provide guidance to Nevada-incorporated companies. You can follow Evan on social media at: Website: boardroom-governance.com X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/ Substack: https://evanepstein.substack.com/ YouTube: https://www.youtube.com/@BoardroomGovernance __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive ): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License