Insights from the 2025 NACD Blue Ribbon Commission Report
Board-CEO Dynamics in Focus
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NACD Texas TriCities
Contact Us
Email:
programs@texastricities.nacdonline.org
Phone:
346-250-2802
Jenn Cox
Executive Director
Mya Risner
Director of Marketing, Partnerships & Engagement
Chennya Lister
Chapter Administrator
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About The Event
In Person | January 21, 2026 | 11:30 AM - 1:00 PM CST | Houston, TX
On January 21, 2026, directors explored critical insights from the 2025 NACD Blue Ribbon Commission Report on Board-CEO relationships during this Houston program moderated by Stephen Newton and featuring commissioners Wayne Peacock and Jane Sadowsky. The discussion revealed a striking trust gap: only 37% of CEOs believe their boards have their backs. The panel examined how boards can build trust-based partnerships that enable effective oversight while avoiding surveillance, drawing on their direct experiences leading and serving on boards through crises. The report's framework—establishing trust foundations, operationalizing trust, and leveraging trust for strategic advantage—provided structure for examining decision rights, board composition, crisis response, and the often-overlooked personal dimensions of the board-CEO relationship.
Key Topics Covered
- Trust and oversight are not binary: "Trust without oversight is complacency; oversight without trust is surveillance" - Jane Sadowsky
- Questions reveal intent: "Do your questions in the boardroom signal engagement or interrogation?"—framing from curiosity vs. gotcha changes everything
- Board adaptation to new members: Most boards onboard new directors but fail to adapt the board itself; "when you change the players on the field, you can't expect yesterday's playbook to run the same way"
- The lead director/chair relationship: Qualities needed (collaborative, patient, cool under pressure), structured cadence with CEO, and when the primary trust relationship resides elsewhere on the board
- Decision rights and delegation of authority: Few boards have actually discussed what their delegation of authority document means between CEO and board
- CEO succession as normalized hygiene: Should start the day the CEO starts; shrinking CEO tenures and rising one-and-done CEOs make this urgent
- Crisis management and transparency: "The pilot isn't responsible for the weather, but he is responsible for letting us know when the turbulence is coming"
- Building relationships beyond the CEO: Why board members should interact with one level down (or two) in the organization
Key Takeaways
On Building Trust:
- "Trust is built in drops and spilled in buckets"—small consistent actions build trust; reactive behavior destroys it quickly
- Being reactive signals to everyone that bad news can't be surfaced—the way the CEO gets treated is a signal to everybody in the room
On Board-CEO Dynamics:
- Suggested that the CEO and chair talk every other week scheduled, plus weekly unscheduled—formal cadence with informal support created fluid, genuine relationship that covered business and personal well-being
- Trust is individual before it's collective—each board member builds their own relationship with the CEO; sometimes the primary trust relationship doesn't reside with the lead director or chairman, and "that's perfectly okay"
On Oversight and Engagement:
- Questions matter: "Do your questions signal engagement or interrogation?" determines whether the CEO brings forward the good, bad, and ugly
- Bad news doesn't travel neutrally without trust—information in board portals "has been revised perhaps intentionally, perhaps defensively by many layers of management"
On Process and Accountability:
- CEO succession should be "normalized as good hygiene"—starts day one, extends over time, involves building internal bench and external pipeline simultaneously
- Board performance reviews need structured feedback and closing the loop—done thoughtfully, candidly, and in a structured way, not around a U-shaped table going person by person
On Crisis Response:
- Build quality risk frameworks and walk the board through scenario plans before crises occur—"when a crisis happens it may not be exactly what we thought, but we've worked the board through a framework"
- "Boards don't control the weather, but we are accountable for whether the company is built to fly through it"
Practical Actions Directors Can Take:
- Review your delegation of authority document and actually discuss what it means with the CEO—written on paper vs. living document
- Establish formal cadence with CEO (every other week) plus informal touchpoints (weekly or more)—covers business and personal well-being
- Spend structured time with management one or two levels below CEO—gives sense of culture, talent depth, and whether boardroom information is accurate
- Build formal relationships between C-suite members and committee chairs with their own routines
- Create crisis escalation matrices in advance: "We handle in management till it gets to "here", then we inform you more regularly, then you become decision makers"
- Make CEO succession, board refreshment, and performance feedback regular hygiene—not crisis-driven events
- If there's friction with another board member or management team member you haven't addressed, reach out for coffee—trust is individual first
Program Videos
Attendee Testimonials
Great way to kick off the year and dive deeper into the Blue Ribbon Commission Report - Building a High-Trust Board- CEO Relationship.
I walked away with several key takeaways that I can immediately apply to my board experience....
- Build the trust with your CEO through personal connections... trust builds in drops, but leaves in buckets
- Ask question to gain an understanding... inquire vs. threat to create a positive environment
- Focus on continuous improvements!
LaTasha Gary, NACD.DC
Corporate Secretary, Information Technology Senior Management Forum
Director, Houston Area Road Runners Association, Houston West Emmaus Community
Appreciated the opportunity to attend the NACD Texas TriCities Chapter meeting at the Junior League of Houston focused on insights from the NACD Blue Ribbon Commission on the CEO–Board Relationship. The discussion reinforced a simple but often under-executed truth: high-performing boards don’t happen by accident. They are built on clarity of roles, disciplined communication, mutual trust, and a shared commitment to long-term value creation. What resonated most was the emphasis on intentionality—setting expectations early, maintaining healthy tension without friction, and ensuring the CEO–board dynamic evolves as strategy, risk, and context change. Strong governance is not static. It’s an operating system that requires continuous calibration. Conversations like these matter, kudos to the panelist and Texas TriCities Chapter leadership for holding this meeting.
Matt Sunseri, NACD.DC
President/CEO, Zeus Enterprises LLC;
NSRB Chairman, Point Lepreau Nuclear Generating Station; Member and former Chairman, Advisory Committee on Reactor Safeguards (ACRS); Chair of Advisory Council, Texas A&M Nuclear Engineering Department; Advisory Board Member, NACD Texas TriCities Chapter Houston Advisory Board
Program Resources
- Nine Recommendations for Building a High-Trust Board-CEO Relationship
- Toolkit for Action
- Tool 2: Aligning the CEO and Board Through Compensation
- Tool 3: CEO’s Role in Executive Compensation Design
Partner Content Provided by Pearl Meyer - Tool 5: Setting Strategy: A Road Map for the Board’s Engagement with Management
Partner Content Provided by KPMG
- Tool 6: Independent Board Leader Archetype
Partner Content Provided by Russell Reynolds Associates
Panelists
Stephen Newton
Wayne Peacock
Jane Sadowsky, NACD.DC
NACD Texas TriCities
Contact Us
Email:
programs@texastricities.nacdonline.org
Phone:
346-250-2802
Jenn Cox
Executive Director
Mya Risner
Director of Marketing, Partnerships & Engagement
Chennya Lister
Chapter Administrator
Find a Chapter
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| NACD and the NACD Chapter Network organizations (NACD) are non-partisan, nonprofit organizations dedicated to providing directors with the opportunity to discuss timely governance oversight practices. The views of the speakers and audience are their own and do not necessarily reflect the views of NACD. |