Zovio Inc. - Governance

The Board of Directors of Zovio (the "Company") sets high standards for the Company's employees, officers and directors. Implicit in this philosophy is the importance of sound corporate governance. It is the duty of the Board of Directors to serve as a prudent fiduciary for stockholders and to oversee the management of the Company's business. To fulfill its responsibilities and to discharge its duty, the Board of Directors follows the procedures and standards that are set forth in the committee charters and governance documents set forth below. These documents below are subject to modification from time to time as the Board of Directors deems appropriate in the best interests of the Company or as required by applicable laws and regulations.

Executive Management

George Pernsteiner, Office of the CEO, Interim CEO and Board Chair

George Pernsteiner currently serves as the Chairman of the Board of Directors, Interim CEO – Office of the CEO, and has served as a director of our company since August 2017. Recently, he served as President of the State Higher Education Executive Officers Association, which represents chancellors and commissioners of higher education from every state, from September 2013 until August 2017. Previously, Mr. Pernsteiner also served as Chancellor of the Oregon University System from July 2004 through May 2013. Mr. Pernsteiner has a BA in Political Science from Seattle University and an MPA from the University of Washington in Public Administration.

Marc Brown, Executive Vice President and Chief People Officer

Marc Brown, EVP and Chief People Officer, is responsible for aligning the business and people strategies for Zovio. His focus is on redesigning all aspects of the company’s people agenda and talent systems to shape a culture of solutions-based innovation, passion for the impact education has on changing lives, and workforce agility in the digital age. Core to these efforts is balancing new technology with the human touch to streamline operations and improve the employee experience.

Prior to joining Zovio in 2014, he served as the VP of Human Resources, Corporate Communications and Facilities at Provide Commerce, and VP of HR at both PETCO and Encore Capital Group.

Marc earned his BS in Management Science from Virginia Tech and his MS in Organization Development from American University. He has also achieved the Senior Professional in Human Resources Certification and completed the Human Resources Executive Program at Stanford University. He currently serves as a board member, coach, and mentor for The Honor Foundation—a nonprofit institute providing professional development to transitioning Navy SEALs and the US Special Operations community.

Umang Jain, Executive Vice President and Chief Technology Officer

Umang Jain, EVP and Chief Technology Officer, is responsible for defining and executing on the vision for the internally facing IT programs and externally facing digital products for the company.

He brings more than 20 years of experience in applying technology and leadership skills to drive efficiencies and innovation in business. Prior to joining Zovio in 2019, he served as the CIO for Hill Physicians Medical Group, where he successfully drove the digital transformation of the company by introducing virtual care programs, replacing legacy applications and infrastructure and modernized the data analytics and data integration capabilities. Before Hill, he was at Blue Shield of California where he was the key IT leader of the billion-dollar transformation program that replaced legacy applications and automated business process. Earlier, he was at Deloitte Consulting helping define and implement IT strategy across multiple industries. In addition, he founded Bright Start, an angel investment group that funds and mentors early-stage startups in the education space.

He holds a bachelor’s in Technology from the Indian Institute of Technology, Delhi and an MBA from the University of California at Berkeley Walter A. Haas School of Business.

Tom McCarty, Executive Vice President and Chief Marketing Officer

Tom McCarty, EVP and Chief Marketing Officer oversees all marketing efforts for the company.

Prior to joining Zovio in 2017, he led his own marketing and management consulting firm where he brought his expertise in marketing, student inquiry, strategy, predictive modeling, and analytics to clients ranging from institutions of higher education to medium-sized businesses and nonprofits. He honed his strategic experience as SVP of University Strategy and SVP of Product Marketing at a major online university.

Tom earned his BA from University of California, Berkeley and an MBA in marketing from San Francisco State University.

Kevin Royal, Executive Vice President
Chief Financial Officer

Kevin Royal, EVP and Chief Financial Officer, is a certified public accountant who has held previous roles as chief financial officer for Maxwell Technologies, Inc.; Blue Coat Systems, Inc.; and Novellus Systems, Inc., three high-growth technology organizations. Kevin has helped these organizations grow both organically and through successful acquisitions.

Having joined Zovio as CFO in 2015, he left in 2017 for personal reasons unrelated to the Company. He rejoined us as Chief Financial Officer in April 2018 and oversees and facilitates the company’s financial operations. Kevin earned his BBA in Accounting from Harding University.

Vickie Schray, Executive Vice President
Chief External Affairs Officer

Vickie Schray, EVP and Chief External Affairs Officer, joined Zovio in 2011 and is responsible for developing strategy to position the company as a trusted leader and manage external relationships and communication with a diverse set of stakeholders. She oversees Corporate Communications, Investor Relations, Corporate Social Responsibility, Regulatory and Government Affairs and Public Policy.

Over her 20-year career, she has strategically brought together stakeholders and led major national reforms and initiatives to improve quality, access, and affordability of higher education. Vickie has served in a variety of leadership positions at the US Department of Education including Deputy Director for the Secretary of Education’s Commission on the Future of Higher Education, Acting Deputy Assistant Secretary in the Office of Postsecondary Education and was delegated the authority to serve as the Under Secretary of Education and Assistant Secretary for Postsecondary Education.

Vickie earned her BS in Marketing Education at Oregon State University, her MS at Portland University, and completed her Key Executive Leadership program at American University.

John Semel, Executive Vice President
Chief Strategy Officer

John Semel, EVP and Chief Strategy Officer, is responsible for planning and executing the company’s merger and acquisitions (M&A) strategy.

Prior to joining Zovio in 2019, John served as the head of strategy and M&A for Apollo-backed Mood Media and John Wiley and Sons, where he ran strategic planning and architected their online learning Solutions business, acquiring six companies, including Deltak, during his eight years at Wiley. Over his career, he has held senior strategy and principal investment roles for MTV Networks, The Hearst Corporation, Everger Investment Associates, and PRIMEDIA. He began his career at JP Morgan and Company as an analyst and then associate in Equity Capital Markets and Syndicate before moving on to High Yield Capital Markets and Syndicate.

He holds a BA in Greek and Latin from Brown University and an MBA from Harvard Business School.

Chris Spohn, Office of the CEO and Executive Vice President of Operations

Chris Spohn, Office of the CEO and Executive Vice President of Operations, is responsible for providing strategic leadership and direction for student engagement, student success, financial services, and Zovio Employer Services.

Spohn has over 20 years of leadership and operational experience in the online higher education and technology services industries. He served in executive leadership positions for several technology and education services companies, including Webwise Education and Higher Education Online. Most recently, he served as the president of Rocky Mountain College of Art and Design, where he completed a total re-engineering of all operations related to the university. Spohn holds a BA in Political Science from Azusa Pacific University.

Diane Thompson, Office of the CEO and Executive Vice President, Secretary, and General Counsel

Diane Thompson, Office of the CEO, Executive Vice President, Secretary, and General Counsel, joined Zovio in 2008 and oversees all legal and compliance matters for the company.

Prior to joining the Zovio team, Diane spent more than 11 years with a multi-billion-dollar education company and managed the overall strategic direction of a global HR function, including management of legal issues and diversity initiatives.

She earned her BA from St. Cloud University and her MA from Antioch University. She holds a JD from the University of Arizona College of Law. She has been a member of the Arizona State Bar since 1992.

Matthew Hillman, Executive Vice President of University Partnerships

Matthew Hillman is the Executive Vice President of University Partnerships. In this role, he is responsible for providing industry-leading service to Zovio's existing and new university partnerships.

Hillman has more than 20 years of experience in education partnership leadership. He has served in executive leadership positions at several education technology and education services companies, including Wiley Education Services, Deltak, Rasmussen, Inc., and Laureate Education. He most recently served as president of Wiley Education Services.

Dr. Jodi Feikema, Senior Vice President of Learning Products and Services

Dr. Jodi Feikema, Senior Vice President of Learning Products and Services, joined Zovio in 2008 and is responsible for creating and executing Zovio and its partner institutions' academic strategies. Her focus is on using data and innovation to enhance the learner experience and drive student success. She oversees learning products and technology, online curriculum development and operations, program portfolio strategy, and other learner support functions.

Jodi has over 15 years of higher education experience, having served in various leadership, administration, and faculty roles. Jodi earned a BS in Political Science from Iowa State University, a MA in Leadership from St. Ambrose University, and a PhD in Organizational Development and Leadership from University of the Rockies.

Board of Directors

Teresa Carroll

Teresa S. Carroll has served as a director of our company since March 2018. Ms. Carroll is a former President for Kelly Services, Inc., a global leader in workforce management solutions. She is now the President of Oasis, a Paychex Company, a leading Professional Employer Organization. Ms. Carroll earned a B.S. from the G.M.I. Engineering and Management Institute (now Kettering) and an M.B.A. from the University of Michigan.

Michael P. Cole

Michael P. Cole has served as a director of our company since January 2020. Mr. Cole founded SevenSaoi Capital (pronounced “7C”), an investment management firm, in 2016. Previously, he served as President of MAEVA Group, a turnaround-oriented merchant bank. Before that, Mr. Cole was with Madison Dearborn Partners, a Chicago-based private equity firm that manages $23 billion in equity capital for nearly 17 years. Mr. Cole has served on the boards of several other companies, including Merge Healthcare Inc., MetroPCS Communications, Univision Communications Inc., and The Topps Company. Mr. Cole also worked in a senior-level role on Madison Dearborn’s investments in technology-enabled service companies such as Intelsat, Ltd. and X.M. Satellite Radio. Mr. Cole was named a “Top 40 Global Dealmaker under 40” by Dealmaker Magazine and a “Top 40 Under 40” business leader by Crain’s Chicago Business. Mr. Cole received his A.B. degree from Harvard College.

Ryan Craig

Ryan Craig has served as a director of our company since November 2003. Mr. Craig is a founding partner of University Ventures, an investment fund focused on higher education, and a founding partner of Achieve Partners, a fund focused on investing at the intersection of education and employment. Prior to that, he was the founder and President of Wellspring, an organization providing treatment programs for overweight and obese adolescents. From 2001 to 2004, Mr. Craig was an Associate at Warburg Pincus in the education sector. From 1999 to 2001, Mr. Craig served as Vice President Business Development for Fathom, a consortium of universities, museums, and libraries. From 1994 to 1996, he worked as a consultant with McKinsey & Company. Mr. Craig also serves as a director for seven private companies. Mr. Craig earned a B.A. from Yale University and a J.D. from Yale Law School.

Michael Horn

Michael B. Horn has served as a director of our company since August 2017. Mr. Horn currently serves as the owner of Horn-Ed L.L.C., serving as Board Member, advisor, and consultant to a portfolio of education companies. He is also a Venture Partner for Nextgen Venture Partners since 2017. Mr. Horn has served as the Chief Strategy Officer and Senior Partner at The Entangled Group and Entangled Solutions since October 2015 and as Co-Founder, Distinguished Fellow, and Board Member of Clayton Christensen Institute for Disruptive Innovation since October 2015. The Entangled Group was acquired in May 2020 by Guild Education, where Mr. Horn now serves as a senior strategist. Previously, Mr. Horn served as Co-Founder and Executive Director, Education, of the Clayton Christensen Institute for Disruptive Innovation from 2007 through October 2015. Mr. Horn also serves as a director for three private companies. He holds a B.A. in History from Yale University and an M.B.A. from Harvard Business School.

Ron Huberman

Ron Huberman has served as a director of our company since March 2021. Mr. Huberman currently serves as the CEO of Benchmark Analytics, a provider of enterprise human capital management software and learning management systems. Before this role, he was a Senior Advisor for PeopleAdmin, a human capital software company, and the Founder and Executive Board Chair for TeacherMatch, a provider of online predictive hiring tools for the K-12 market. Mr. Huberman has also held executive roles at Prairie Capital, within Chicago Public Schools, Chicago Transit Authority, Chicago Office of the Mayor, and the Chicago Police Department. Mr. Huberman earned his B.A. from the University of Wisconsin and both his M.A. and M.B.A. from the University of Chicago.

John Kiely

John Kiely has served as director of our company since July 2019. Mr. Kiely currently serves as a director for Amneal Pharmaceutical and Covis Group Pharmaceutical. Mr. Kiely retired from PricewaterhouseCoopers L.L.P. in 2019. During his 39-year career, he had significant leadership roles, including Assurance Chief Quality Officer, Assurance Leader of the Private Equity Sector, and Leader of the U.S Pharmaceutical Industry. Additionally, he has extensive experience working with Fortune 500 companies and Private Equity portfolio companies. Mr. Kiely earned a B.A. from St Francis University (Pa) and is a certified public accountant.

Kirsten Marriner

Kirsten M. Marriner has served as a director of our company since March 2018. She is the Executive Vice President - Chief People & Corporate Affairs Officer of the Clorox Company, a position she has held since March 2016. Prior to joining the Clorox Company, she served as Senior Vice President and Chief Human Resources Officer at Omnicare from 2013 to 2015. She served in various leadership roles, including as Senior Vice President, Director of Talent Management and Development at Fifth Third Bank, from 2004 to 2013. She has held H.R. leadership roles at KeyCorp and worked in the human capital consulting practices at Deloitte and KPMG. Ms. Marriner earned a B.S. from John Carroll University and an M.B.A. from Cleveland State University. Ms. Marriner brings to the Board her executive leadership experience with Fortune 500 companies across various industries and expertise on culture, talent and succession, and ESG leadership.

Victor Nichols

Victor K. Nichols has served as a director of our company since September 2014. Mr. Nichols was appointed as the lead independent director for our Company in April 2021. Mr. Nichols was an independent advisor to Harland Clarke Holdings from June 2019 until December 2019 and was previously the Chairman of Harland Clarke Holdings, a portfolio of companies optimizing customer relationships through a broad variety of omni-channel solutions. Mr. Nichols also served as the C.E.O. of Harland Clarke Holdings from January 2017 until December 2018.

Before this role, he served as the Chief Executive Officer of Valassis, a wholly-owned subsidiary of Harland Clarke Holdings. He has also served as Chief Executive Officer for North America at Experian, a global leader in data-and analytics-based information services, and the Managing Director, U.K. & EMEA at Experian. In addition, Mr. Nichols has held strategic roles as Chief Information Officer for Wells Fargo & Company and Chief Executive Officer of VICOR, a company delivering advanced corporate receivables management solutions. His extensive experience also includes serving as President of Safeguard Business Systems and various senior leadership positions at Bank of America, managing the consumer lending business and retail operations. Mr. Nichols currently sits on public and charitable boards and advisory committees, including Bank of Hawaii Corporation, Revlon Inc., and Trusona. Mr. Nichols holds a B.A. in Economics from the University of California, San Diego, and an M.B.A. from the University of California, Berkeley.

George Pernsteiner

John S. Wilson, Jr.

Dr. John S. Wilson, Jr. has served as a director of our company since March 2021. He is a visiting scholar at the Harvard Business School, and is currently on leave from the Board of Overseers of Harvard University. Previously he served as the President in Residence at the Harvard Graduate School of Education and President of Morehouse College. Additionally, Dr. Wilson served as the Executive Director of the White House initiative on Historically Black Colleges and Universities (HBCUs) from 2009 to 2013. Dr. Wilson earned his B.A. from Morehouse College. He earned a M.A. in Education, a M.T.S. and a Doctorate in Education from Harvard University.

Committee Composition

George Pernsteiner currently serves as the Chairman of the Board of Directors. Below is a summary of our committee structure and membership information. To read more about any of the committees, click on committee names in the chart below.