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Corporate board diversity: a path to board service from the wisdom of Black women directors

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Corporate board diversity: a path to board service from the wisdom of Black women directors

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Corporate Board Diversity: A Path to Board Service From the Wisdom of Black Women
Directors
by
Keith D. Dorsey

Rossier School of Education
University of Southern California
A dissertation submitted to the faculty
in partial fulfillment of the requirements for the degree of
Doctor of Education

May 2022

© Copyright by Keith D. Dorsey 2022
All Rights Reserved

The Committee for Keith D. Dorsey certifies the approval of this Dissertation

Kathy Stowe
Sharoni Little
Corinne Hyde, Committee Chair

Rossier School of Education
University of Southern California
2022

iv

Abstract
The purpose of this study was to explore the perceived barriers and enablers to appointing Black
women to corporate boards. I recruited and interviewed a convenience sample of 12 Black
women public-corporate directors using a 12-item interview protocol designed to uncover the
human and social capital resources they perceived corporate boards were seeking during the
recruiting process, the human and social capital they bring to corporate boards, and the barriers
and enablers they encountered along their corporate board journey. Study findings indicated that
Black women executives and directors might consider the following developmental activities
during this stage: acquiring profit and loss experience, improving internal and external networks,
building more trusted relationships, repairing broken professional relationships, creating more
mentor relationships around specific skill sets, positioning themselves for different executive
roles internally or externally, seeking opportunities to have interactions with their firms’ internal
boards, joining external board-related groups, becoming students of the profession of corporate
governance, and ensuring they are seen and known. Future research could focus on how Black
women directors describe their corporate board experiences and how their intersection of
multiple identities reveals the advantages and disadvantages these directors accrue. Additional
studies could focus on how Black women directors describe their experiences in corporate board
leadership roles as lead directors and committee leaders. Lastly, due to the gap in research
around the lack of ethnic minority women on corporate boards, researchers should conduct more
studies regarding the corporate board journey of Asian, Black/African American, and
Hispanic/Latina women corporate directors.

v
Dedication
To my wife, Vikki Dorsey, I thank you for your generous support throughout this program. You
never made me feel guilty for the many times I declined events with family and friends, and you
always greeted me with a smile every time I surfaced from my office after many hours of
research and study.

vi
Acknowledgements
This doctoral journey has been incredible, and I am so fortunate to be surrounded by so
many amazing people who made it possible for me to complete it. My family and friends
referenced never gave me a hard time regarding my frequent absences; instead, they only gave
me many words of encouragement along the way.
I thank my dissertation committee, who affirmed my decisions verbally with their praise
and nonverbally with their smiles that did not go unnoticed, and who challenged me at the
appropriate times to assure I headed in the right direction and stay on track. I left every meeting,
and there were many, with my chair, Dr. Corinne Hyde, feeling even more confident that I could
do this, and I truly appreciate her commitment to my success. I reached out to Dr. Sharoni Little
via LinkedIn to connect and eventually asked her to serve on my committee. She said yes and
graciously agreed to meet with me monthly, and I truly appreciated her wisdom and guidance
along the way. I thank Dr. Kathy Stowe for her inquisitive nature and her talent for asking
pointed questions to make me think about my current direction and consider other possibilities.
Lastly, I would like to acknowledge and thank all OCL faculty, staff, and members of my
cohort. Unfortunately, there are too many incredible folks to name, but you made a difference in
my life throughout this journey. You often said, “trust the process,” and you were right. Thank
you for the support!

vii
Table of Contents
Abstract .......................................................................................................................................... iv
Dedication ....................................................................................................................................... v
Acknowledgements ........................................................................................................................ vi
List of Tables ................................................................................................................................. ix
List of Figures ................................................................................................................................. x
Context and Background of the Problem ............................................................................ 1
Purpose of the Project and Research Questions .................................................................. 2
Importance of the Study ...................................................................................................... 2
Overview of Theoretical Framework and Methodology .................................................... 3
Literature Review................................................................................................................ 4
Role of Corporate Boards ................................................................................................... 4
Demography of Corporate Boards ...................................................................................... 7
Pros and Cons of Board Diversity ...................................................................................... 9
Board Diversity Theoretical Frameworks ......................................................................... 12
Effects of Government and Investors on Corporate Board Diversity ............................... 14
Challenges and Gaps in Board Diversity Research and Progress ..................................... 18
Conceptual Framework ..................................................................................................... 19
Methodology ..................................................................................................................... 21
Research Design................................................................................................................ 21
Participants ........................................................................................................................ 22
Interview Protocol ............................................................................................................. 27
Gathering the Wisdom—Data Collection ......................................................................... 27
Data Analysis .................................................................................................................... 28
Validity and Reliability ..................................................................................................... 29

viii
Positionality ...................................................................................................................... 29
Pearls of Wisdom—Findings ............................................................................................ 29
Human Capital—Expertise and Experience Sought by Corporate Boards ....................... 30
Social Capital—Impact of Networking and Recruiting on Board Search and
Sourcing ............................................................................................................................ 34
Barriers and Challenges .................................................................................................... 41
Enablers, Mentors, and Sponsors ...................................................................................... 44
Building on Wisdom—Recommendations ....................................................................... 50
Improving Board Diversity From a Recruiting Perspective ............................................. 51
Improving Board Diversity From a Director’s Perspective .............................................. 52
Limitations and Delimitations........................................................................................... 55
Recommendations for Future Research ............................................................................ 56
Conclusion .................................................................................................................................... 56
References ..................................................................................................................................... 58
Appendix A: Interview Protocol ................................................................................................... 72

ix

List of Tables
Table 1: Participant Demographics (N = 12) 23
Table 2: Participants’ Corporate and Nonprofit Board Activity (N = 12) 24
Table 3: Key Themes Alignment with A Priori Codes and Corresponding Codes 28

x

List of Figures
Figure 1: Black Women Directors Conceptual Framework 20
Figure 2: Median Years of Board Service for Participants (N = 12) 25
Figure 3: Frequency Distribution of Participants’ Educational Attainment (N = 12) 26

1
Corporate Board Diversity: A Path to Board Service From the Wisdom of Black Women
Directors
Despite more than 50 years of equal opportunity policies, women and ethnic minorities
still represent a small percentage of board directors at corporations worldwide. Terjesen and
Sealy (2016) posed a question about why so few women are on corporate boards when the
workplace is relatively balanced between males and females. Although the number of women
and ethnic minority (i.e., Asian, Black/African American, and Hispanic/Latinx) corporate board
directors has increased over the past 10 years, most of those gains have concerned White women
and men of color (Bosworth & Lee, 2017; Castañón Moats et al., 2020; DeHaas et al., 2019).
White women now represent 20.85% of Fortune 500 board seats (DeHaas, 2021). The number of
ethnic minority women directors remains low: Ethnic minority women still represent only 5.66%
of the Fortune 500 board seats and Black women directors, specifically, occupy only 3.11%
Fortune 500 board seats.
Although various stock indexes report on corporate board diversity, most of the
associated research focuses on gender diversity while ethnic diversity research often revolves
around men of color. This leaves a substantial gap in research on women of color on corporate
boards. The problem of practice that guided this study is the lack of Black women on corporate
boards.
Context and Background of the Problem
The corporate scandals of the early 2000s and the 2008 financial crisis increased scrutiny
about board quality and composition (Guest, 2019; Terjesen et al., 2009), as researchers posited
that groupthink and lack of diversity on boards precipitated these crises (Guest, 2019). Countries
and institutions enacted legislation like Sarbanes-Oxley (Terjesen et al., 2009), while the Higgs
Review (Higgs, 2003) underscored the problems resulting from lack of board diversity. Various

2
initiatives were created to improve corporate governance practices and board composition
(Bosworth & Lee, 2017; Terjesen et al., 2009). Institutional shareholders also increased demands
for gender and ethnic diversity in boardrooms (DeHaas, 2021). Throughout these efforts to
increase gender or ethnic minority diversity, corporate boards often overlooked ethnic minority
women because the multiplying effect of their intersectional experience of race and gender has
not been sufficiently understood or adequately addressed in policy and practice (Crenshaw,
1989).
Purpose of the Project and Research Questions
The purpose of this study was to explore the perceived barriers and enablers to appointing
Black women on corporate boards. The stakeholders for this study were Black women directors.
Three research questions guided this field study:
1. What human and social capital resources do Black women directors perceive
corporate boards seek during the recruiting process?
2. How do Black women directors describe the human capital they bring to corporate
boards?
3. How do Black women directors describe their barriers and enablers along their
corporate board journey?
Importance of the Study
According to the U.S. Census Bureau (2020), ethnic minority women make up 18% of
the population, with Black women alone representing 6.61%. However, minority and Black
women represent only 5.66% and 3.11%, respectively, of Fortune 500 board members (DeHaas,
2021). A recent McKinsey and Company study of 1000 global firms across 12 countries,
companies in the bottom quartile in terms of having ethnically and gender diverse boards were
29% less likely to achieve above-average profitability than companies in the remaining quartiles

3
(Hunt et al., 2018). In contrast, companies with the most ethnically and culturally diverse boards
were 43% more likely to experience higher profits. The demographics and buying power in the
United States continue to shift and become more diverse (DeHaas et al., 2019), and board
composition will need to evolve to resemble their stakeholders (Brammer et al., 2007;
Dominguez & Lyles, 2019; Uribe-Bohorquez et al., 2018).
Overview of Theoretical Framework and Methodology
This study used human and social capital theoretical frameworks to explore the skill sets
and networks Black women directors leveraged to become corporate board directors.
Independent directors (also called outside directors) affect company performance by bringing
their firm experience, personal human capital, and internal and external social capital to the
board (Kor & Sundaramurthy, 2009). Human capital theory consists of the education, skills, and
experiences board members collectively bring to the decision-making process (Brown et al.,
2017; S. G. Johnson et al., 2013; Ooi et al., 2015). The constellation of experiences and skills
present on the board affects what the board pays attention to throughout its duties (S. G. Johnson
et al., 2013) as well as each director’s ability to generate abstract principles from specific
situations (Dalziel et al., 2011). Social capital theory concerns the sum of the structural,
cognitive, and relational resources available within an individual’s social network and made
available to others (Nahapiet & Ghoshal, 1998). A director’s social capital, in turn, indicates the
director’s ability to access information and resources through relationships (Burt, 2009). For
example, each director’s social capital offers a window into other firms’ business practices (Ooi
et al., 2015). It follows that the more diverse the board, the more nuanced its advice and counsel
will be and the more well-resourced it will be though the variety of unique networks each
director brings (Booth-Bell, 2018).

4
This study used a qualitative phenomenological research design to examine the social and
human capital Black women directors bring to their boards. Researchers use phenomenological
methodology when they want to collect participants’ lived experiences about a phenomenon
(Creswell, 2014). The participants in this study consisted of a convenience sampling of 12 Black
women corporate directors.
Literature Review
Examination of related research revealed six topic areas for discussion. These topic areas
include the role of corporate boards, demography of corporate boards, pros and cons of board
diversity, board diversity theoretical frameworks, effects of government and investors on
corporate board diversity, and challenges and gaps in board diversity research and progress. This
section closes with a presentation of the conceptual framework based on the literature and which
guided this study.
Role of Corporate Boards
The primary task of corporate boards is to provide corporate governance by monitoring
the firm’s management team on behalf of the shareholders (Berle & Means, 1968; Fama &
Jensen, 1983). The theoretical framework most frequently used to analyze boards and corporate
governance is agency theory (Fama & Jensen, 1983; Jensen & Meckling, 1976), which asserts
that corporate boards fulfill a fiduciary duty of separating ownership and control of the
corporation (Berle & Means, 1968) and by resolving agency conflicts between shareholders and
managers (Carter et al., 2003).
Boards consist of directors from inside and outside the company. Board tasks consist of
three activities: oversight, management, and service (J. L. Johnson et al., 1996). The board’s
oversight function is in place to ensure the management team does not pursue its own interest at
the expense of shareholders’ interests. In the seminal work of Berle and Means (1968), the

5
authors asserted that an agency cost is when managers pursue their self-interest at the expense of
profit maximization. Agency cost is the sum of the residual loss and opportunity cost and the
board’s monitoring of the managers’ behavior via budget restrictions, operating rules, and
compensation practices (Jensen & Meckling, 1976). However, the board can reduce the overall
agency cost via the directors’ oversight and management functions (Hillman & Dalziel, 2003).
As an additional means of oversight and monitors of managers, independent directors (also
referred to as outside or non-executive directors) will not conspire with inside or internal
directors. This practice establishes board independence and functions in the best interest of
shareholders (Carter et al., 2003; Fama & Jensen, 1983).
Under the management component of corporate governance, the directors get involved in
hiring and firing the firm’s top executives and setting their compensation (Fama & Jensen,
1983). Corporate boards must also take on a more strategic role (Kim et al., 2009). Directors
collaborate with the management team to design and form the corporate strategy and serve as the
governing agency to sanction and oversee its strategic course (Ravasi & Zattoni, 2006). The
board also gets involved in approving mergers, acquisitions, divestitures, and significant
purchases. The chief executive officer (CEO) often consults with various board members to seek
advice on complex transactions (Bainbridge & Henderson, 2014).
The service component consists of independent directors acting as executive advisors for
the CEO and the rest of the management team (Rock, 1991). Providing advice and counsel to
management around decision-making is a primary function under the service component. In
addition, independent directors can approach complex situations from an outsider’s perspective
and offer alternative viewpoints (Bainbridge & Henderson, 2014; Francoeur et al., 2008; Rock,
1991; Terjesen et al., 2016). Lastly, outside directors on boards help increase the legitimacy and

6
trust of the firms they serve by providing additional awareness of risk and competence around
decision making (Neville, 2011).
The board of directors serves a critical role in corporate governance by ensuring its
management team has the appropriate oversight, management, and service and by being involved
in planning and managing resources, establishing a business strategy, and setting policy
objectives (Carter et al., 2010; Nekhili et al., 2013). A 2019 National Association of Corporate
Directors (NACD) survey revealed that, according to 36% of directors surveyed, keeping up with
the ever-changing speed of business is a significant obstacle to the effectiveness of the board and
its leadership (Dominguez & Lyles, 2019). Mega-trends around strategy, risk management,
innovation, culture, accountability, and talent also affect firms and boards. Companies must
continually strive to find ways to meet the needs of their stakeholders.
Society is putting greater pressure on companies and their boards to articulate their
broader purpose beyond financial results; therefore, boards must consider their stakeholders’
objectives when evaluating management decisions (Uribe-Bohorquez et al., 2018). In a recent
study on purpose, Porter Novelli (cited by S. S. Johnson et al., 2019) stated that 79% of
consumers are more loyal to companies with a purpose, suggesting that companies need a sense
of purpose to achieve their full potential. Larry Fink (2019), CEO of BlackRock, stated in his
2019 Chairman letter to CEOs that “society is increasingly looking to companies, both public
and private, to address pressing social and economic issues … and profits are in no way
inconsistent with purpose—in fact, profits and purpose are inextricably linked” (p. 1). In another
study conducted by Deloitte, 63% of millennials said businesses should focus on improving
society over generating profit (Goleman, 2019). Stakeholders evaluate the quality of boards by
how companies meet their needs, achieve financial performance, demonstrate corporate social
responsibility and long-term corporate sustainability, and create a sound reputation. For

7
corporate boards to meet their stakeholders’ needs, leaders will need to analyze the composition
of their organization’s board to ensure it represents the characteristics of the company’s current
and future client base (Dominguez & Lyles, 2019).
Demography of Corporate Boards
The composition of a board of directors affects how the board functions in monitoring
and advising the company’s managers, overseeing its compliance with applicable laws and
regulations, and linking executives to external resources (Carter et al., 2010). The make-up of
most boards are current and former CEOs and chief financial officers (CFOs; Bainbridge &
Henderson, 2014; Bonime-Blanc & Disparte, 2018). Directors may be internal, from within the
company, or independent, sourced from outside the company. Internal board members
commonly include the firm’s current CEO and CFO, whereas independent (outside) directors are
often active or retired CEOs and CFOs from other companies (Bainbridge & Henderson, 2014).
Stock exchange listing standards have mandated that public companies must have external
(independent) directors. Accordingly, over the past 20 years, public company boards have
improved the balance of inside and outside directors, with 72% of public company board
members being independent directors, according to a 2016 study of Russell 3000 firms (Terjesen
et al., 2016). Conversely, a 2021 study on private company boards revealed that only one third of
private companies have independent directors serving on their boards (Crystal, 2021).
Researchers also have explored board composition from the perspectives of gender,
ethnicity, age, and expertise. Boards tend to be relatively homogeneous compared to the
stakeholders they serve, and researchers suggest that this lack of diversity is the reason for poor
corporate governance and missed opportunities (Brammer et al., 2007). Researchers have found
that homogeneous boards lack cognitive diversity and are less likely to promote strategies that
differ from historical norms and industry competitors (Booth-Bell, 2018). Most boards are

8
categorized as pale, stale, and male because they exhibit low levels of ethnic diversity, have an
average age of 62, and are dominated by men (Bonime-Blanc & Disparte, 2018). Although
White men make up 30% of the U.S. population, their director representation within the
companies on the Fortune 500 is 61.7% (DeHaas, 2021). Although increasing numbers of board
seats are occupied by women and people of color, they remain underrepresented in the
boardroom.
Gender and racial composition of the board of directors are two of the most significant
governance issues facing corporations and shareholders (Carter et al., 2003, 2010; Dominguez &
Lyles, 2019). The S&P 500, Fortune 500, and Russell 3000 are the top three public company
indexes used for corporate board composition demographics. In fact, the Russell 3000 index
tracks the performance of the 3,000 largest publicly held companies in the United States. The
firms within the Russell 3000 have nearly 27,000 board members, but women represent just
18.5% of the directors, while people of color comprise only 12.5% of the total group of directors
(Campagna et al., 2020; Tonello, 2020). Just over 13% of the Russell 3000 companies have no
female directors on their board. Conversely, while all S&P 500 firms have at least one female
board director as of 2019, only 24.4% of all board seats are occupied by women, and only 22%
are ethnic minorities (defined as Asian, Black/African American, and Hispanic/Latinx; Daum et
al., 2020). The Fortune 500 has just under 5,900 board seats, and all but six Fortune 500
companies have some form of diversity on the board (DeHaas, 2021). Women directors occupy
26.5% of the Fortune 500 board seats, and ethnic minorities occupy 17.5% board seats. While
these statistics indicate progress, much improvement still is needed, given that women comprise
50% and ethnic minorities comprise 38% of the U.S. population (Daum et al., 2020; Thomson,
2021).

9
Pros and Cons of Board Diversity
Examination of the two decades of research on board diversity reveal that various
positive and negative views exist concerning the push for greater representation of minorities
(Carter et al., 2003; Kirsch, 2018; Post & Byron, 2015; Terjesen et al., 2009). From an
information processing viewpoint, diverse groups make better decisions because they can view
various perspectives. Conversely, from a social categorization perspective, diverse groups are
also known to encounter more conflict (Kirsch, 2018). Researchers have evaluated the benefits
of board diversity in light of the overall objective—that is, whether to accomplish equal
opportunity or optimize an economic perspective (Brammer et al., 2007). The utilitarian
argument or business case suggests that diverse boards will improve the company’s bottom line,
and the moral view or ethical perspective for board diversity posits that it is discriminatory to fall
short of equal representation of women and people of color on corporate boards (Brammer et al.,
2007; Carter et al., 2003; Kirsch, 2018; Nielsen & Huse, 2010). Studies delivered mixed results
when those considerations were not clearly defined.
Several studies indicate that gender-diverse boards are more likely to hold CEOs
accountable and are considered more challenging monitors of executive teams (Adams &
Ferreira, 2009; Kirsch, 2018; Terjesen et al., 2016). Francoeur et al. (2008) suggest that women
board members help correct informational biases in problem-solving by bringing a fresh
perspective on complex issues. In addition, their consideration of multiple parties’ viewpoints
improves board oversight (Nielsen & Huse, 2010). Women directors also tend to bring enhanced
collaboration skills (Terjesen et al., 2016) and heightened sensitivity towards others to the board
meetings (Nielsen & Huse, 2010).
Female board members prepare better for meetings (Pathan & Faff, 2013), and Adams
and Ferreira’s (2009) study posits that women directors have better board meeting attendance

10
than their male counterparts. Meeting attendance is essential because directors carry out their
board duties during periodic meetings. According to the study, the male directors’ attendance
improves due to their female colleagues’ behavior, leading to greater director participation in
board decision-making and improved performance. Therefore, the presence of women on boards
impacts the interaction and discussion of the directors by increasing board development activities
and decision-making quality on the board (Kirsch, 2018; Nielsen & Huse, 2010; Sidhu et al.,
2020). In addition, a more gender-diverse board creates an environment where the company is
more apt to have a broader understanding of the marketplace and its wide variety of stakeholders
(Carter et al., 2003; Post & Byron, 2015). Studies revealed that boards with at least three women
directors are more likely to commit to creating board development practices that will enhance the
board’s operational and strategic control (Adams & Ferreira, 2009; Kirsch, 2018; Nielsen &
Huse, 2010; Sidhu et al., 2020; Terjesen et al., 2009) and effectively influence the level of
organizational innovation (Torchia et al., 2011).
Three or more (or at least 30%) of female directors on a corporate board result in a
critical mass of women, thus, normalizing their presence (Konrad et al., 2008; Torchia et al.,
2011; Wiley & Monllor-Tormos, 2018). During this normalization, female directors tend to be
more likely to be active in board activities (Terjesen et al., 2009), require more robust discussion
among board members, and challenge conventional wisdom when scrutinizing managerial
decisions (Grosvold et al., 2016; Terjesen et al., 2009). This dynamic could lead to increased
debate and potential conflict compared to boards with only male directors; however, women
directors are often able to reduce the level of friction due to their enhanced ability to resolve
task-related and interpersonal disagreements (Post & Byron, 2015; Terjesen et al., 2009).
Although researchers have extensively studied gender diversity on corporate boards,
substantially less time and resources have been dedicated to racial and ethnic board diversity

11
(Glass & Cook, 2017; Guest, 2019; Zweigenhaft & Domhoff, 2011). Ethnic minority directors
are not a monolithic group; however, many have exemplary academic credentials and
experience, making them more qualified than some of their peers on the board (Guest, 2019;
Zweigenhaft & Domhoff, 2011). Due to their unique experiences, ethnic minority directors are
more likely to have encountered some form of discrimination, and they may possess more
contrasting sensitivities to unfairness than their White male colleagues on the board (Guest,
2019). Ethnic minority directors display this sensitivity by more vigorously objecting to
instances of financial misreporting, the excusing of inadequate executive performance, and the
awarding of excessive CEO pay (Guest, 2019; Hekman et al., 2017).
In several studies, researchers discovered that the more diverse and dissimilar the
corporate directors are, the greater their chances of disagreement and conflict on the board
(Adams & Ferreira, 2009; Amorelli & García‐Sánchez, 2020). Some researchers posit that
homogeneous workgroups could experience higher group cohesion and member commitment
(Kanadlı et al., 2018). Evidence indicates that women directors excel in monitoring activities.
Still, over-monitoring could create an environment of distrust between management and the
board (Kirsch, 2018) and slow down decision-making (Del Carmen Triana et al., 2014), which
can adversely affect agency cost (Bosworth & Lee, 2017; Kirsch, 2018) and strategic growth
objectives (Adams & Ferreira, 2009; Byron & Post, 2016; Rasmussen et al., 2018). Post and
Byron (2015) suggested that the diverse board could negotiate away the advantage of diversity
via the consensus-building process. For example, while debate and consensus-building can be
constructive for team effectiveness, conflict can lead to dysfunction (Nielsen & Huse, 2010).
Strong board leadership is necessary to manage potential conflict (Dominguez & Lyles, 2019)
and create a culture that incorporates inclusion to maximize the benefits of a diverse board
(Creary et al., 2019).

12
Board Diversity Theoretical Frameworks
Research around corporate boards and board composition embraces many theoretical
frameworks, and these theories help researchers gain a holistic understanding of the dynamics
around board diversity. The four most prevalent theoretical perspectives referenced in corporate
governance and diversity discussions are agency theory, resource dependency theory, social
capital theory, and human capital theory (Carter et al., 2010; Terjesen et al., 2009). In addition,
boards can address diversity from a stakeholder perspective and include directors from
demographics that associate with the firm and are critical to its success (Shehata et al., 2017).
Agency theory is the theoretical framework used in corporate governance to protect
shareholder interest, and the board of directors serves as the controlling and monitoring function
to resolve agency problems between owners and managers (Berle & Means, 1968; Carter et al.,
2003; Fama & Jensen, 1983; Jensen & Meckling, 1976). It is also suggested within the agency
theory framework that independent directors from outside the company be incorporated into the
board to discourage collusion with management and reduce governance crises (Bebchuk, 2010;
Carter et al., 2003). Studies have found that diverse boards are tougher monitors of executive
teams because they increase board independence (Carter et al., 2003). Scholars use agency
theory coupled with resource dependency theory to explain why boards recruit women to
improve monitoring and access to their resources (Kirsch, 2018).
Resource dependency theory considers the various external resources board members
have to help the company in prestige and legitimacy (Haldar et al., 2020), which presents a
strong case for board diversity (Booth-Bell, 2018; Lückerath-Rovers, 2013). Resource
dependency within corporate governance is when firms seek to benefit from their board
members’ resources and structure membership (Booth-Bell, 2018; Carter et al., 2010; García-
Meca & Palacio, 2018; Singh, 2007). Carter et al. (2010) posit that this framework presents the

13
most convincing business case for board diversity. Historically, directors add value by linking
their firms to external resources, gaining access to new capital, and providing connections to
competitors and industry intelligence (Ingley & Van Der Walt, 2001; Singh, 2007). The global
environment for corporations requires boards to have directors who can provide many resources,
including diversity, networks, expertise, and geographical knowledge (Lückerath-Rovers, 2013;
Terjesen et al., 2009). Resource dependency and human capital theories are important
frameworks around board diversity concerning experience, background, and connections, and
those attributes have important influences on stakeholders’ perception of the firm (García-Meca
& Palacio, 2018; Lückerath-Rovers, 2013; Ooi et al., 2017).
This study used human and social capital theoretical frameworks to uncover the
education, skill sets, experience, and networks Black women directors brought to their boards.
Human capital theory refers to the directors’ education, knowledge, skills, personal attributes,
and experience to generate a given set of outcomes (Brown et al., 2017; Kim et al., 2009; Ooi et
al., 2015; Terjesen et al., 2009). Some boards ensure that their director candidates have the skills,
expertise, and demographics to address the concerns of tokenism, which is the policy or practice
of making only a symbolic effort (Creary et al., 2019). In addition, women and ethnic minority
director candidates are loading up as many qualifications as possible to lessen the possibility of
being considered a token promotion on a board (Khatib et al., 2021; Terjesen & Sealy, 2016).
Stakeholders better rely on the firm’s decisions when its board members have a wider variety of
interests and experiences (García-Meca & Palacio, 2018). When a new director is
demographically different from existing members, the new board member will likely have a new
set of ties and resources that will extend the firm’s social capital.
Social capital theory is defined as the sum of the structural, cognitive, and relational
resources available within an individual’s social network and made available to others (Nahapiet

14
& Ghoshal, 1998). Directors bring social capital to the board through their ties to other firms,
social standings, and personal relationships with firm managers and influential stakeholders (S.
G. Johnson et al., 2013). The overall goal of having diverse social capital is for the board to be
able to offer the company novel counsel and advice, improved access to other social networks,
and increased legitimacy (Booth-Bell, 2018). Boards can build ties and seek to fill their firms’
structural holes by recruiting diverse directors to increase non-redundant information to gain
better quality information (Singh, 2007). A structural hole exists in the absence of any
relationship between two groups. Diverse directors typically belong to social groups that differ
from the majority. Their relationships span entities, positioning them as liaisons or helping them
build bridges between companies (Booth-Bell, 2018). Booth-Bell states that these holes in the
social structure create a competitive advantage for those board members with the expanded
relationships.
Effects of Government and Investors on Corporate Board Diversity
Bonime-Blanc and Disparte (2018) stated that Wells Fargo, Volkswagen, Equifax, Uber,
and Wynn Resorts all had one thing in common during their corporate failures and scandals:
Each board was deficient in diversity. Some policymakers and institutional investors are now
insisting that board leaders begin a board refreshment process incorporating a director
demographic mix of gender, ethnicity, age, and expertise (Dominguez & Lyles, 2019).
Businesses, institutional investors, stock exchange indexes, government leaders, and other
policymakers have argued for increasing the number of women and ethnic minorities on
corporate boards. Some additionally support the idea of regulations to compel companies to
ensure it happens (Post & Byron, 2015).
Corporate scandals from the early 2000s highlighted the lack of monitoring activities by
boards (Carter et al., 2010; Terjesen et al., 2009). As a result, board independence became a

15
common theme within most new legislation. Sarbanes-Oxley is one such legislation enacted in
the United States to improve corporate governance practices (Terjesen et al., 2009). Also, after
those governance failures, The Higgs Report, commissioned by the British Department of Trade
and Industry, stressed the importance of demographic diversity to increase board effectiveness
and recommended that boards include more women (Higgs, 2003). As a result of corporate
oversight and monitoring issues, many countries passed legislation and started initiatives to
better regulate corporate governance.
Global interest in gender diversity on corporate boards has grown significantly (Labelle
et al., 2015). Governments and corporations worldwide have adopted three strategies (i.e.,
voluntary, regulatory, legislative) to increase the diversity on boards. In a voluntary strategy,
corporations freely decide whether to add more women and people of color to their board via a
board refreshment process. The regulatory or enabling approach is when an administrative body
enacts rules that public corporations should follow and then report their compliance or non-
compliance with the mandates. Lastly, the legislative or coercive approach is when the
government enacts and enforces laws that corporations must adhere to or face the consequences.
Terjesen and Sealy (2016) stated in their study that 16 countries recommended the
appointment of women directors to boards. Norway, France, Spain, and Iceland enacted
legislation that required publicly traded companies fill at least 40% of their board seats with
women. An additional 10 countries mandated lower gender quotas (Creary et al., 2019; Terjesen
& Sealy, 2016). Also, each country had key differences in sanctioning companies for non-
compliance with the corporate board quotas (Mensi‐Klarbach & Seierstad, 2020). Despite the
various ways European countries address gender diversity on boards, women now represent
23.9% of the directors at European public corporations.

16
While many European countries have used mandates to enforce gender quotas on boards,
few state governments enacted board diversity quotas within the United States In 2018,
California became the first state to pass board gender quota legislation (Gonzalez-Sussman et al.,
2020; Hwang et al., 2018) via Senate Bill 826, which requires every locally headquartered
publicly traded company to have at least one female board director by the end of 2019 and at
least one to three female directors by the end of 2021 (Creary et al., 2019). By the end of 2021,
each company with five directors must have two females on its boards, and boards with six or
more directors must have at least three female directors (Hatcher & Latham, 2020; Hwang et al.,
2018). By the end of 2019, 98% of the California firms achieved the first compliance threshold
by having at least one woman director on the board (Hwang et al., 2018). On September 30,
2020, California enacted Assembly Bill 979, which requires publicly held companies to fill at
least one board seat with an individual who identifies as Black, Latinx, LGBTQ, or another
underrepresented group by the end of 2021 (Gonzalez-Sussman et al., 2020). At least 11
additional states are considering or have enacted board diversity legislation, which focus on
disclosures about the board’s diversity. However, none of these states have mandated minimum
numbers of female or ethnic minority directors (Hatcher & Latham, 2020). The government-
enforced corporate board quotas are often seen as a viable option to increase gender diversity
when other policymaker-led voluntary attempts have failed (Mensi‐Klarbach & Seierstad, 2020).
Some researchers suggest that a market-based approach to increasing board diversity could be an
excellent complement to legislation when market participants also express interest (Hwang et al.,
2018).
In addition to government-sponsored enforced quotas, other outside influencers are
getting involved in increasing gender diversity on corporate boards (Nayberg, 2021). Large
institutional investors also contributed to the uptick in women directors (Gormley et al., 2021).

17
The so-called Big Three institutional investors (i.e., State Street, Vanguard, BlackRock), which
account for 75% of all indexed mutual funds and exchange-traded fund assets, have more than
$15 trillion in assets under management, and comprise the dominant shareholder in 88% of the
firms on the S&P 500, launched campaigns in 2017 and 2018 to pressure public companies to
increase female directorships (Nayberg, 2021). Their campaigns included threatening their
clients that they would vote against directors at any firm that failed to appoint more women to
their boards (Gormley et al., 2021). Researchers credited The Big Three’s campaigns with a 76%
increase in the net number of new women directors added each year from 2017 to 2019
(Gormley et al., 2021; Nayberg, 2021).
Nasdaq created a similar proposal to California’s Senate Bill 826 and Assembly Bill 979
through a December 1, 2020, filing to the U.S. Securities Exchange Commission (SEC), which
advocated for the adoption of new listing rules related to board diversity (Gonzalez-Sussman et
al., 2020; Hwang et al., 2018; Kajunski, 2020). The SEC approved Nasdaq’s Board Diversity
Rule 5605(f) on August 6, 2021 (Nasdaq, 2022). This new rule requires all Nasdaq-listed
companies to include at least one director who self-identifies as a female. The rule also requires
corporate boards to have at least one director who self-identifies as an underrepresented minority
(defined as Black or African American, Hispanic or Latinx, Asian, Native American or Alaska
Native, Native Hawaiian or Pacific Islander) or LGBTQ+ (Gonzalez-Sussman et al., 2020;
Kajunski, 2020). Two calendar years after SEC approval, each company must have at least one
diverse director, and at least two diverse directors will be required four calendar years after SEC
approval (Gonzalez-Sussman et al., 2020; Kajunski, 2020). Unlike the California bills, the
Nasdaq rule each company may explain why it does not meet the requirements and may be
granted an exception under certain conditions. The overall objective of the rule is to provide

18
stakeholders with a better understanding of a firm’s board composition and heighten the
inspection of board diversity (Kajunski, 2020).
Other large organizations use their leverage as substantial shareholders to influence
companies to increase their women and ethnic minority board of directors (Rhode & Packel,
2014). The Thirty Percent Coalition, which has $7 trillion assets under management, is one such
organization committed to women and women of color directors holding 30% or more of board
seats within public and private companies (Laurent-Ottomane, 2013; Rhode & Packel, 2014).
The organization’s pushes for increased board diversity by collaborating with companies,
professional services firms, policymakers, advocacy groups, and other institutional investors. In
addition, two of the most significant public pension funds, the California State Teachers
Retirement System (CalSTRS) and California Public Employees’ Retirement System (CalPERS),
have gotten involved in board diversity initiatives by using their voter power and the threat of
shareholder proposals to negotiate with companies whose stock they own (Bosworth & Lee,
2017; Crawford et al., 2020). They also set up the Diverse Director Data Source, a database of
prospective directors, to provide a resource for firms to identify diverse candidates (Black, 2012;
Crawford et al., 2020; Gormley et al., 2021).
Challenges and Gaps in Board Diversity Research and Progress
Gender diversity continues to improve, White women are becoming directors faster than
are ethnic minority women directors (defined as Asian, Black/African American, and
Hispanic/Latina; Daum et al., 2020; DeHaas, 2021). Although the U.S. population consists of
approximately 30.5% White women, 18% ethnic minority women, and 6.6% Black women (U.S.
Census Bureau, 2020), White women make up 20.85% of the board seats on the Fortune 500—
four times more than those ethnic minority women (5.66%) and almost seven times more than
Black women (3.11%; DeHaas, 2021). Furthermore, in the 2020 PwC Annual Corporate

19
Directors Survey, 47% of the directors said gender diversity is very important. Only 34% of the
directors said it was important to have racial diversity on their board (Castañón Moats et al.,
2020). Strong board leadership is paramount to help directors see the importance of gender and
ethnic minority diversity.
Over the past 30 years, researchers of board composition primarily focused on gender
over other diversity categories (Glass & Cook, 2017). During this drive to increase gender
diversity on boards, scholars posit that White women are more likely to be selected for
sponsorship due to biases created from similarity attraction (Schäpers et al., 2021) because they
are members of the dominant racial group from a race perspective (Sanchez-Hucles & Davis,
2010). Similarity attraction theory states that people have a greater desire to interact with the
similar versus dissimilar. Crenshaw (1989) elaborated that the reason that ethnic minority
women are the most underrepresented group on corporate boards (DeHaas et al., 2019) is
because the intersectional multiplying effect of being both female (gender diverse) and ethnically
diverse has been neither sufficiently explicated nor addressed (Crenshaw, 1989). Intersectionality
concerns the multiple ways a person’s identity can be combined to construct social reality
(Sanchez-Hucles & Davis, 2010). Further research on the intersection of multiple identities could
help reveal the disadvantages ethnic minority women directors accrue (Morris & Bunjun, 2007;
Sanchez-Hucles & Davis, 2010).
Conceptual Framework
In this study, I explored the perceived barriers and enablers Black women executives
encountered during their journey towards becoming directors. The key concepts within this
conceptual framework highlight the path Black women executives take to become corporate
board candidates. As displayed in Figure 1, Black women acquire the skill sets, education,
experience, and knowledge to become executives.

20

Figure 1
Black Women Directors Conceptual Framework

21
While going through this process, Black women executives also face the reality of their
intersectionality of gender and racial ethnicity (Crenshaw, 1989; Sanchez-Hucles & Davis,
2010). The Black women executives’ intersectionality allows them to develop internal and
external networks, which can be desirable to other organizations (Nahapiet & Ghoshal, 1998). I
discovered the social and human capital of Black women directors and how the intersectionality
of their gender and race-ethnicity potentially became factors throughout their corporate board
journey. I created questions to hear the Black women directors’ perceived thoughts about the
boards’ motivations, drivers, candidate characteristics, and demographics they sought throughout
the recruiting process.
Methodology
This section describes the methods I used in this study. The research design and
participants recruited for this study are presented, followed by a discussion of the interview
protocol.
Research Design
I used a qualitative research design to better understand why Black women executives get
appointed to corporate boards. Researchers use qualitative research when they want to explore
and understand the experiences of individuals or groups (Creswell, 2014). I adopted a
constructivist worldview and used a phenomenological strategy of inquiry for this study. Under
the constructivist worldview, scholars believe the research goal is to garner and rely on the
participants’ views of the investigated and studied situation. Scholars use phenomenological
research to hear the lived experiences from the participants’ perspectives (Creswell, 2014). I was
interested in hearing the experiences and feelings of Black women directors during their
corporate board journey.

22
Participants
Study participants consisted of a convenience sample of 12 Black women corporate
directors (see Table 1). Researchers use convenience sampling as an approach for recruiting a
pool of readily available respondents (Creswell & Plano Clark, 2011). The Black women
directors approached for my study were women I met in-person or via Zoom at various National
Association of Corporate Directors (NACD), Executive Leadership Council (ELC), and Black
Corporate Board Readiness (BCBR) events. The NACD organization sees to elevate board
performance by providing an ever-growing network of directors with practical insights and
education (Cole & Westbrook, 2018; Crawford et al., 2020). The ELC is the preeminent
membership organization committed to increasing Black executives in C-Suites, corporate
boards, and global enterprises at Fortune 1,000 and Global 500 companies (DeHaas, 2021).
BCBR is a program offered through Santa Clara University’s Silicon Valley Executive Center to
prepare senior Black executives for service on boards of private and public companies (Lohse,
2021).

23

Table 1
Participant Demographics (N = 12)
Number of boards served
Appointments
since May 2020
Number of
boards
rolled off
Years on
corporate
boards Participant
Educational
attainment
1
Private Public
Total
corporate
Fortune
500 Nonprofit
Victoria MBA 0 2 2 0 3 2 2 22
Joyce JD 1 4 5 0 2 3 1 23
Nicole BS 1 4 5 2 2 1 4 19
Yvonne MBA 0 3 3 2 2 2 0 3
Ebony MBA 1 4 5 0 1 4 5 23
Michele MBA 1 4 5 4 2 3 4 17
Jocilynn BS 1 2 3 1 1 3 0 2
Scarlett PhD 0 3 3 0 3 2 0 3
Elaine MS Finance 0 3 3 1 0 3 0 2
Kami JD 2 0 2 0 1 2 0 2
April JD 0 1 1 0 1 1 1 9
Cassidee MBA 0 1 1 0 1 1 1 4
1
BS = Bachelor of Science, MS = Master of Science, MBA = Master of Business Administration, JD = Juris Doctor, PhD = Doctor of
Philosophy

24
The 12 directors selected currently serve on 38 corporate boards, including 31 public
boards (10 of which are Fortune 500 companies) and seven private boards. Beyond the 38 active
corporate boards, these participants collectively completed their board service (rolled off) an
additional 18 corporate boards. The 12 participants have 2–23 years of corporate boards service
(median = 7 years). Of these participants, 42% have served on corporate boards for over 15
years, while the remaining served for less than 10 years.
Before serving on corporate boards, all the participants served on numerous nonprofit
boards for a median of 29 years. They currently serve on 19 nonprofit boards in addition to their
corporate board service (see Table 2).

Table 2
Participants ’ Corporate and Nonprofit Board Activity (N = 12)

Types of boards
Total # of active
boards
Median # of active
boards
Median # of total years serving
on board
Corporate boards

38 3 7

Nonprofit boards 19 1.5 29

25
More than half (58%) served on nonprofit boards for over 20 years, and the remaining
42% served for less than 20 years (see Figure 2).

Figure 2
Median Years of Board Service for Participants (N = 12)

26
All participants interviewed for the study possess bachelor’s degrees (see Figure 3). Four
of the 12 participants received undergraduate and graduate degrees from Ivy League universities.
Lastly, 33% of the participants either serve or have served on their college or university’s board.

Figure 3
Frequency Distribution of Participants ’ Educational Attainment (N = 12)

100%
83%
33%
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
Bachelors degrees Graduate degrees JD or PhD
Participants’ Education

27
Interview Protocol
The semi-structured interview protocol I created and used for this study (see Appendix)
consisted of 12 open-ended questions. A semi-structured interview is a less structured process
that affords the researcher the flexibility to respond to the situation at hand, enabling new ideas
to surface around the topic (Merriam & Tisdell, 2016). I carefully constructed the 12 interview
questions to ensure they addressed my research questions and the key concepts within my
conceptual framework. Researchers use interview guides to ask a similar base of questions in
every interview (Patton, 2002). Throughout the interviews, I addressed the following key
concepts: characteristics and demographics, motivation and drivers, and perceived barriers and
enablers. Those 12 questions ranged among the various question types, according to Patton
(2002), consisting of knowledge, experience, opinion, feeling, and behavior.
Gathering the Wisdom—Data Collection
I interviewed the 12 participants January 11-21,

2022. Each interview lasted 45-75 minutes in
duration, with an average duration of 60 minutes. Each interview followed the 12-question
protocol (see Appendix). The questions asked were crafted to get answers that satisfied the
study’s three research questions:
1. What human and social capital resources do Black women directors perceive
corporate boards seek during the recruiting process?
2. How do Black women directors describe the human and social capital they bring to
corporate boards?
3. How do Black women directors describe their barriers and enablers along their
corporate board journey?
Each interview was conducted from my office via Zoom. I also used Zoom to audio-record the
interviews and Rev.com to transcribe each interview.

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Data Analysis
I used ATLAS.ti data analysis software program to organize and code the
phenomenological interviews for significant statements and themes. A total of 73 codes, four a
priori codes, and five key themes emerged (see Table 3).

Table 3
Key Themes Alignment With A Priori Codes and Corresponding Codes
Key themes A priori codes Codes
Corporate boards
are seeking
Human capital Experience boards were seeking;
attractiveness to boards; financial experience;
Profit & Loss and operations experience; chief
executive experience; functional executive
experience

Corporate boards
networking and
recruiting
Social capital Proactive networking; board seats found via
recruiting and networking; trusted
relationships; communicating board interest

Barriers and
challenges
Perceived barriers
and enablers
Internal and external barriers; reasons for lack
of black women directors; dealing with
imposter syndrome

Enablers, mentors,
and sponsors
Perceived barriers
and enablers
Trusted relationships; events that created an
environment for board opportunities; mentor
and sponsors added value; benefits of
womanhood

Proactive steps to
improve diversity
Human capital and
social capital
Moving from titles to skill sets; steps to
exposing the board ready pipeline

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Validity and Reliability
I used various methods and strategies to test the validity and reliability of my qualitative
study. First, I sought to hear and understand participants’ constructions of their reality
concerning their journey toward corporate boards. Additionally, I understood the perception of
the participants’ phenomenon and uncovered the behavior within a conceptual framework
(Merriam & Tisdell, 2016). I also used member checks or respondent validation, wherein the
researcher seeks feedback from some participants on the preliminary anonymized findings
(Merriam & Tisdell, 2016), and peer review, wherein feedback on my analysis was sought from
my dissertation committee and a few trusted industry leaders familiar with my research topic.
Lastly, I maintained an audit trail throughout my study that described how I collected data and
made decisions throughout the process.
Positionality
I am a Black American male corporate director who decided to study Black women
corporate directors. I would be considered an insider from two perspectives: a fellow corporate
director and a Black American. However, I am also an outsider because I am a male. My insider
corporate director status made it easier to access the people I interviewed. It also made it easier
for them to talk to me about various aspects of their roles as directors. Because I am an outsider
from the gender perspective, I could never fully understand everything Black women corporate
directors go through, regardless of my research. Nevertheless, I believe they were open with me,
despite my gender, because I also was a fellow Black representative of the corporate board
community.
Pearls of Wisdom—Findings
This section synthesizes findings and shares quotes from my interviews with the 12 Black
women corporate directors. Typically, a researcher would synthesize most of the interviewees’

30
statements, thus reducing the frequency and length of participant quotes in the findings section.
Due to my constructivist worldview, I intentionally included more of these directors’ insightful
comments and wisdom to capture their voices throughout this section. The names of the
independent directors and the boards they referenced are pseudonyms. Occasionally, I edited
some quotes in this section to assure participants’ and their boards’ confidentiality.
The 12 corporate directors interviewed in this study displayed very confident personas
throughout their interviews. They clearly articulated what they did throughout their successful
careers that eventually led them to corporate boards. Their demeanor and communication styles
exuded a blend of moxie and gravitas. Some attributed their successes to their ability to be more
prepared than those around them, while others said it came down to their unwillingness to accept
or consider barriers—to the extent that several found it challenging to identify specific barriers.
These participants explained that they refused to own any barriers and viewed such barriers as
issues for those who created such obstacles. In addition to their perseverance and resilience,
many of the Black women directors in this study believed they needed to amass a formidable
human capital to compete in the corporate world.
Human Capital—Expertise and Experience Sought by Corporate Boards
Historically, corporate boards consist of current and former CEOs and CFOs, and they
often reach out to their closed group networks of other CEOs and CFOs to recruit new board
members. All 12 directors in this study served in the C-Suite during their executive careers. Six
once held the title of CEO, while three were CFOs.
Michele was a public company CFO and emphasized, that CFO experience “opens the
door to the boardroom, whether you are white, black, male, female, or not. If you are a public
company, large company CFO, your phone just starts to ring.” Not only are CEOs and CFOs
reaching out to peers with similar experiences, but they also tend to subscribe to the “like likes

31
like” approach to appointing new directors who resemble the old directors (Catalyst, 2020).
Ebony explained why people tend to choose who they already know for board positions:
One of the things that get [board members and recruiters] nervous is when they’re
looking at people they don’t know. And most minorities at this point are in the category
of people they don’t know. They want to know how you will play in the sandbox. Are
you the kind of person who’s contentious and confrontational? Are you down in the
weeds on the operations?
Nonetheless, boards are beginning to broaden their search for directors beyond the CEO
and CFO roles to find more diverse candidates. Victoria, a CEO, noted additional competencies
sought by boards:
I just think that companies are looking for the C-Suite individual. They’re recruiting
CEOs, CFOs, and CIOs [Chief Information Officers]; they’re looking for that skill set
and that experience base. And so, then you look at your experience and say, ‘Well, I’ve
been a CEO, but is it enough because I wasn’t the CEO of a very large company?’ And
so, then you say, ‘Okay, what other value can I add?’ And the two skills the boards that
I’ve sat on were looking for and why I was attractive to them were my regulatory
experience and my financial services experience.
Michele added that the push for board diversity has expanded the search beyond the traditional
CEO and CFO roles:
They [recruiters] realize they don’t have those people [women and people of color with
functional executive experience] in their networks, and boards are saying to them, “Don’t
come to me with a slate that’s not diverse.” But the way they’re doing that is they’re
looking at people who have no prior board service, who are not in that CFO, CEO realm.

32
They might be a COO [Chief Operating Officer]. They might be a division president or
something like that. And in the past, those people were not even considered.
Other participants emphasized that boards are seeking profit and loss (P&L) operating
experience, further evidenced by 67% of participants in this study having had such experience.
P&L experience has long been a prerequisite to serving on boards and many roles outside the
CEO position have such responsibility. Yvonne echoed, “the first [competency sought by boards]
is just P&L operating experience. … I think that combination of skills is really important, and the
real one that I think gets you in the door is that operating experience.”
Nicole stressed that rather than assuring that each and every director has a certain set of
similar skills, it is critical to consider the competencies represented collectively across the board,
which may necessitate looking beyond the CEO role. She elaborated:
You have to be open to roles and experiences for some of the board members. Do you
need some CEOs? Yes. It’s important to have peers, right? People who’ve been there,
done that, and been in that role on the board. Absolutely. But you don’t need all 10 of
them to look like that. And so, it’s also about being open to really say, what are the
[necessary] skills and experiences, and who else has those skills and experiences?
Because I would submit that somebody who runs the Americas for a giant multinational
firm has very much the same scale and reach as someone who might be a CEO of just a
$500 million company. It’s all about figuring out skill sets, which is why I’m big on skills
matrices.
Some boards and recruiters are beginning to recognize the functional executive roles as
valuable experience for independent directors. Three of the women in this study had functional
executive roles before being appointed to a corporate board. Yvonne noted, “all three of my
boards have at least one board member who is a Human Resources (HR) professional, somebody

33
who has real depth and knowledge of HR.” She later stated, “I think it’s getting easier now not to
have operating experience because some of these other areas are rising to the forefront and being
valued more, such as [Environmental, Social, and Governance] (ESG) areas.” The functional
skill sets in demand are cybersecurity, technology, human resources, legal, marketing, and sales.
Michele shared her thoughts about many of those areas during her interview:
I think people are finding, as they add those types of people [executives with functional
executive experience] to the board, that there’s a valuable experience that can make a
meaningful difference for the company. … I think the best thing that people can do is
focus on the current issues in the boardroom and what fits my profile. So that same HR
person that I’m talking about, Sarbanes-Oxley, would do nothing for them to give them a
bridge into the boardroom, but Dodd-Frank has propelled a lot of people who have
CHRO [Chief Human Resources Officer], DE&I [diversity, equity, and inclusion]
experience into roles in the boardroom. … So, the other example I would give is for IT
[Information Technology] people. Nobody would’ve put an IT person on a board years
ago. Now everybody is dealing with cyberattacks. Boards are not looking for just a pure
IT person, but they are looking for somebody who is part of the C-suite, has IT and
digital as part of their toolkit, and can demonstrate that they are a strategic thinker about
the business beyond their functional expertise. That’s where CHROs, CFOs, and CEOs
really shine. Lastly, the other one I would say for people with a legal background is
shareholder activism and shareholder engagement. So, a lot of times, they’re the ones on
the frontlines of working with the CFO around engaging with institutional investors.
CEOs of companies often go to their boards for advice, so independent directors also
serve as advisors. Two study participants spent over 20 years in the consulting industry. Scarlet

34
was a consultant and advisor before she became a CEO, and she believes her role as a consultant
best prepared her for corporate boards. Scarlet shared the following:
As a consultant, you learn to read the dynamics in a room, you learn to listen to different
points of view and either find ways to respond in a collegial way to different points of
view, or you can hear where there are some points of convergence. … There are
consultants who sit on boards, but they often sit on boards because they came into a
board situation as an advisor. Then the consultants were subsequently asked by a board to
come onto the board, usually after they had left their careers. However, they built a
relationship during that consulting state that translated into a board position.
CEOs and CFOs may still have a more straightforward path to board seats, executives
with functional expertise tend to find their way onto boards—and boards, in turn, often request
more from such executives with functional expertise. Michele succinctly communicates the first
part:
It’s not because they have that functional expertise; it’s because they can see the business
in its broadest, holistic form, not just their functional form. If I came to the boardroom
and all I could do was read the financial statements, that would not be value-added
because most people in that room can read the financials.
Secondly, executives with functional expertise will need to effectively build and use their social
capital to network, tell their stories, and be noticed by those seeking independent directors.
Social Capital—Impact of Networking and Recruiting on Board Search and Sourcing
Throughout this study, I addressed social capital from two perspectives: the social capital
that the independent director brings to the board to help fill structural holes and the candidate’s
social capital within her network to cultivate and be noticed by recruiters and boards. This
section focuses on the latter.

35
According to the NACD, more than 60% of independent directors find their board seats
through networking, while recruiters fill the remaining board seats (M. Johnson, 2020). Based on
the present study’s findings, aspiring board member also use a hybrid approach of leveraging
both their networks and recruiters. Findings from this study demonstrate use of all three options,
although the prospective board member’s network serves as the critical component. April
succinctly shared this about networks, “it’s whom they know, who knows you, and what that
person has to say about you that makes a difference.”
Many directors interviewed for this study echoed April’s sentiments through numerous
stories about why it comes down to the people they knew and, more importantly, who knew
them. They collectively said networking is the key to getting on boards. Elaine emphasized:
It is the networking; it really is. You probably know people on boards; you need to reach
out to them and meet with them [to] … say, “I’m interested in serving on a board, and
here’s what I’m interested in.” … Because those of us who are on boards are often called,
and we are asked if we know anybody.
These participants reiterated the importance of telling their stories during networking
conversations. Michele elaborated:
You have a good network that includes search firms, professionals, and hopefully other
board members. Just be savvy about how corporate governance works, and don’t be
overly aggressive about it. … If you find yourself at a dinner and you’re sitting next to
somebody who’s on boards, know how to talk to that person. Know how to elevate your
conversation in a way where you don’t have to say it overtly, but that person will be
thinking, “Wow, this person gets it. They’re a real strategic thinker about their own
business or some other business,” whatever it is. But just make sure you leverage those

36
networking opportunities to demonstrate, again, strategic thinking, not just functional
expertise.
These directors were not shy about building their network and sharing their stories. Cassidee
made two points: “First, continue building and evolving the network with everybody. …
Continue to network with everybody and articulate what you want; sometimes, people just don’t
know. Second, help others advocate for you.” Jocilynn shared her own networking strategy:
When I started this journey, I decided that I would take every single call and have every
single conversation with every single recruiter. And when I tell them my story, their
biggest response has been, “Wow, we did not know you were so broad. Now I’m going to
think about you for something else.”
The word “intentionality” was voiced in many interviews as participants shared stories about
how deliberately they communicated their board interests. Victoria shared her thoughts about
letting it be known:
I know that it’s not the norm to ask for a board seat, but you need to find avenues to let
that be known in some way. Because someone will say, “Well, she’s terrific, but I didn’t
know she was interested in serving on boards.” And that’s something you don’t want to
have to happen.
Nicole also shared her sentiments about networking and intentionality:
All right, now I’m ready to start working toward my board [seat]. And literally, I told
everybody that I was interested in a board seat. I told them the skills I thought I could
bring, what I was looking for, and met with all the recruiters I could meet with, et cetera.
So, I was super intentional about it, and sure enough, at age xx, I got my first public
board seat. … If you’re interested in doing this, let people know. People always ask me,
“Well, who do I tell?” And I’m like, “Everybody.” I’m a big believer that if you tell the

37
universe what you want, the universe can help you. If the universe doesn’t know, the
universe can’t help you.
Michele has been vocal and intentional about networking with recruiters; in fact, six of her past
and current corporate board seats came from recruiters. Michele shared the following:
I also think headhunters or search firms are part of your network, and they’re probably
the most valuable part of your network. And so, for people to say, “Oh yes, [opportunities
come from] either search firms or your network.” For me, throughout my entire career, I
was able to build the financial career that I had because search firms were part of my
network. … They [recruiters] are very connected to the people in the board practice,
particularly in the audit committee world, because that’s the feeder within the search
firm. And so, I have found that the most valuable part of my network is knowing people
at the search firms.
Conversely, Nicole’s current board seats came via her network or a hybrid network and recruiter
collaboration. She said, “of the [boards] that I’m sitting on, all of them [either] came through
networking or recruiter and network. … A lot of boards use the recruiters to vet the [candidates’]
backgrounds, … but I know my name came forward from the network.”
These directors shared that they learned via conversations during the interview process
that they previously had been vetted by the recruiters and other board members. This vetting
process consists of people involved in the search reaching out to people who know the
prospective board member to learn more about them. A person in the search process typically
contacts the board candidate for the first time after a successful vetting process. Nicole said,
“Boards are looking for the skills, the background, but honestly, you’ve been pre-vetted before
they even talk to you.” Cassidee shared her experience with being pre-vetted:

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And the insight that I learned in that process was that I was pre-vetted. I asked who I
needed to talk to [since] I was doing all this homework [prior to an interview], and they
said, “Well, they want you, so do you want to talk to the chairman of the board and the
head of the [nominations and governance committee]?” That was it. It was a wrap.
Jocilynn shared a similar story about being pre-vetted:
We haven’t even spoken on the phone, but she sent me an email. She said, “I’ve heard so
much about you. Everyone that I’ve interacted with knows you’re fantastic. Would you
be willing to consider this particular company?”
According to these directors, the pre-vetting experience appears to be a well-practiced
behind-the-scenes process. Ebony said, “I was offered a board [seat] in May with a company that
did not do any of my reference checks, but they had previously called everybody they knew who
might know me.” Joyce told a story about being recommended for a board role via the pre-
vetting process, but she is still not sure who recommended her to this day. Joyce shared, “I
believe that I was seen by someone when I was in a speaking role or through NACD on a panel,
or the opportunity has come from someone I know.” It appears that once prospective directors
have a robust network, their future board opportunities can come from many stakeholders on
their respective paths toward board service.
The only way the pre-vetting process works is for the prospective board members to
proactively and purposefully build a network of people who know them and advocate for them.
These 12 corporate directors built a multifaceted network. Recruiters, external membership
groups, and board education and networking events have assisted many directors in finding and
securing board seats. Yvonne shared a story that incorporated many of the above components to
find board seats. Yvonne said, “All three of my board seats came from one search firm.” She met
a recruiter at an NACD event, and that recruiter introduced Yvonne to another senior partner at

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the search firm during that event. That chance meeting at the NACD event led to Yvonne’s first
board seat. Over time, two other recruiters at that search firm placed her on two more boards.
Victoria added, “I was referred to the chairman of the board by a woman that I had met on one of
those women’s board forums.” She went on to add, “I just think the more you can align yourself
with organizations, I think like the NACD, the more things can really open up for people of color
to pursue board service.”
These directors referenced many times throughout the interviews the external
membership groups they belong to and how those groups assisted them on their journey to board
service. They referenced groups such as the ELC, NACD, African American Directors Forum
(AADF), national consulting firm board practices, and many regional groups for women.
Yvonne said, “I think that people still don’t fully understand the desire and power of groups that
are on the outside being able to connect in safe spaces and build community, fellowship, share
insights, and knowledge about the unwritten rules.” Elaine was very purposeful about joining a
regional women’s group, and she shared her sentiments:
So, I was intentional about that. I knew I was going to retire [and serve on corporate
boards], so I applied to a local program for women who serve on boards. It gets you
exposed to governance if you weren’t familiar with it, board structure responsibilities, et
cetera, to prepare for board service. … I think the program was instrumental in
connecting to its group of mentors, to people sitting on boards who are intentional about
that. But one of the biggest things I think, quite frankly, was developing the board bio
because the board bio really tells the story.
Joyce had the opportunity to be a member of an exclusive group of corporate directors after her
first appointment on the board and had this to say about her experience:

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It was incredible, and it gave me an opportunity to be a part of a much larger group of
Black corporate directors, many of whom were serving at the time on Fortune 50 and
Fortune 500 companies, just having proximity to them and listening to their reflections on
their journeys. Also, their focus on identifying pathways to open doors for other Black
directors was a gift for me [to see]. So, there weren’t a lot of people that I could turn to,
and certainly not people who looked like me. So, that was a really life-changing
opportunity to meet accomplished Black people from across the country.
Victoria shared the following:
I would encourage African American women to attend corporate board forums. For
example, almost in every major metropolitan city, the NACD has partnered with either
KPMG, EY, Deloitte, or PwC to have these [corporate board forums]. … I would just
routinely attend those morning meetings. I did not receive an offer to sit on a board, but it
did help me understand the whole board environment and what type of people were
sitting on boards because the board members would attend those breakfast meetings.
They would just discuss governance issues, but for me, it was more of the person’s
profile that has attracted a company to them to be a director. What does that person look
like? How do they behave?
The findings from these directors continue to underscore the importance of who they
know and who knows them. April shared the following story:
Literally last night, I got a hit [message] on LinkedIn from a recruiter who’s looking for a
[board] role. And so, he sent me a note … asking whether I had any bandwidth for
another board seat. … So, I’m going to reach back out to this fellow. I was really pleased
because he said, “We have several people in common, including Brian,” a former
colleague [of mine] from the early 2000s. … I think the lesson learned here is because

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I’ve also gotten calls from recruiters, whether it’s for an executive role or for a board role
saying, “Oh, I noticed you work with this person. What do you think?” So, part of the
lesson that I literally [realized] last night, I said, “Well, it pays to be nice. It pays to be
polite. It pays to treat everyone you’re working with as a potential other employer or a
recommender for employment, whether executive or board.”
Jocilynn had very similar sentiments about doing the right things:
Networks are absolutely key, but what’s even more key is [knowing] they [recruiters and
boards] do reach back into your background. Therefore, I am so thrilled that I never
carelessly left a company, that I always had a good transition plan, and that I stayed
connected to former executives.
During this study, several of the directors outwardly thanked their parents for the lessons
they learned as a child about properly treating those around them. Those lessons helped them
secure a social capital of people from many walks of life who say great things about them behind
their backs. These directors needed that social capital to emotionally assist them when they
occasionally encountered those barriers and challenges throughout their careers.
Barriers and Challenges
The board recruiting process has worked successfully for the Black women executives
interviewed in this study, given that all the perceived prerequisites and characteristics were in
place. For instance, recruiters at the most prominent search firms would proactively reach out to
current and former CEOs and CFOs of Fortune 500 companies for board seats regardless of their
age, gender, and ethnicity. In the early 2000s, during the enactment of Sarbanes-Oxley, the
market had a higher demand than supply for qualified financial experts that would appropriately
govern and provide oversight or face stiff consequences if they did not. In turn, Fortune 500
companies sought CFOs from large public companies to serve on their boards. Michele was a

42
sought-after CFO and had this to say about that period; “there was no way you are going to be a
[sitting] Fortune 500 CFO and have your CEO be comfortable that you’re running around doing
all these board meetings.”
Nevertheless, the search business is a competitive industry. Recruiters must expeditiously
source and recruit the best talent, and may the best recruiter win. During the early 2000s, boards
and recruiters believed the most marketable talent was former or active Fortune 500 CEOs and
CFOs; however, very little diversity existed in those roles. This phenomenon created a recruiting
culture of expediency and exclusivity that still exists today. The participants of this study shared
stories about the barriers and challenges they faced during the board recruiting process.
Since some of the most prominent search firms still expect their recruiters to go after the
old definition of the most desirable talent for boards, the Black women executives with CEO and
CFO experience say they are now “boarded-up,” meaning they are at their capacity for corporate
board service seats. Another phenomenon from this conundrum is the belief that there is a lack of
a pipeline of Black women executives. Boards and recruiters generally believe this lack exists
because they pursue the same candidates and, thus, encounter boarded-up Black women
directors.
Once boards and prominent search firms proactively adjust their board service
prerequisites from titles to skill sets, the perceived lack of a pipeline of Black women executives
ready to serve on corporate boards goes away. Michele explained:
I think it [diversity] is certainly being forced more from the boardroom than from the
search firms. … You get the same people, and you get the [same] excuse that “Well, we
couldn’t find any [diverse candidates],” and now boards are not accepting that excuse. …
I think the dynamic is changing, so I think that’s why you see what you see now, too,
with a lot more people of color ending up on boards.

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Several directors interviewed commented that the recruiters are in the business to make a living,
and their firm expects them to place the best candidates as soon as possible. Ebony had this to
say about this situation:
Because they [search firms and recruiters] have their motivations, they want to make a lot
of money. They do that by getting the candidates, identifying the candidates, getting the
boards to select their candidates, and getting them done quickly. If people don’t know us,
it requires more work on their part. They have to spend more time on the background, not
background checks, but reference checks, which is not as expedient.
Scarlet shared some of her challenges with recruiting firms:
It has been a challenge for me to come onto boards because, as many executive recruiting
firms have said, “Your background is fantastic. You would be great on this board, but
…”. [Then they give the excuse that] you are either “an out-of-the-box candidate” or “an
off-spec candidate,” and “I will really have to convince the board that it is worth it for
them to speak with you.”
Some participants question whether search firms and recruiters purposely source
boarded-up directors when seeking diverse candidates to document that they attempted to fill the
open board seat with a woman or person of color. However, since their ideal diverse candidates
were unavailable, they selected a non-diverse independent director. They also realize that some
search firms intentionally reach out to them to tap their social network of additional qualified
diverse candidates. To best address either scenario, many of the directors interviewed mentioned
that they give the person who reached out to them other qualified Black women executives and
directors to contact for the open board seat.
Several participants stated that their career paths were also a challenge or barrier to their
corporate board journey. Scarlet said, “I think the barriers for me were less about color and more

44
about my choice of career path.” Nicole shared more about career paths and the corporate board
journey:
Look at yourself, your skill sets, and your background, compare them to what boards
look for, and figure out which ones you will strengthen and become known for so you
can compete. So, if you’re not a CEO, you’ve got to be really good and have strong
experience in an area that boards are also seeking, so be intentional about doing that.
Common suggestions to help prospective independent directors deal with the challenge of being
the right fit for a board are to know their skill sets, strengths, weaknesses, and most importantly,
what they cannot do. Michele said:
If you are the head of HR, you’re never going to be the financial expert [on the board],
and you’re not going to be on the radar when people are looking for a financial expert.
And no matter what you do, you can take an aside accounting class, but you’re just not
going to be that person [for the board].
Another popular suggestion the participants shared was their ability to develop formal and
informal mentor and sponsor relationships that helped them predict and navigate the obstacles
and challenges they faced.
Enablers, Mentors, and Sponsors
Many study participants mentioned that they had critical mentor and sponsor
relationships throughout their careers and board service. Their mentors and sponsors consisted of
BIPOC and allies, including both men and women. The directors’ career mentors were there for
them when making work-related decisions, navigating organizations and new industries,
overcoming obstacles and challenges, balancing work and life, and preparing for strategic
decisions throughout their careers. Their career sponsors opened up internal and external doors to
help propel their path to executive and C-suite roles. These directors also discovered mentors

45
and, more importantly, sponsors for their board journey. Their board mentors helped them learn
and best prepare themselves for board service and navigate the transition from C-suite executive
to board oversight and governance. As trusted advisors, their board sponsors proactively put
them in the right places at the right times to best position them for their next board seat.
Nicole shared a story about the first time she was involved in a company-sponsored
mentor program:
My company decided they wanted high potentials to have mentors, and they actually
asked us who would we like our mentor to be? So, I picked a guy who was a few levels
above me. I knew him, and I thought he liked me, so I picked him. Several days later, I
got a call from him, and he asked why I put his name down as my mentor. I told him
because I thought you liked me, and he said, “Nicole, you’ve got me; get somebody
else!” So, first of all, I didn’t even realize he [already] considered himself my mentor. I
thought a mentor had to be this formal thing. Second, he told me to get somebody else,
which meant I could have as many mentors as I wanted. So, it was a systemic thing that
my company did that actually launched me into my whole approach to mentors. I spent
the rest of my career adopting mentors all over the place. All over the place! So, I’ve had
a ton of mentors throughout my career. I found that if you’re a good mentee and good at
what you do, people want to claim you. They [my mentors] would say, “Oh yeah, I give
her advice from time to time,” “I’m the one that’s really behind all her success.” Fine, I
want everybody to claim me because if they claim me, they’ll talk about me. That’s a lot
of how it happened for me.
Michele explained her approach to mentorship:
Early in my career, I had some formal mentors, but I’m not necessarily a proponent of
that because I think formal mentoring programs are usually forced relationships that don’t

46
have a natural foundation and, therefore, that person really isn’t necessarily vested in
your success. … Therefore, earlier in my career, if I was worried about public speaking
and saw somebody who was really great at it, I might go to lunch with that person and
talk to them about public speaking. Not broadly, everything that they’ve done and said,
“Please be my mentor.”
Scarlet shared:
Of course, I have had those [mentors] in my situation, women who’ve been sponsors and
have been supportive and advocates, people I could talk to when I’m interviewing for a
board position [like] women who’ve put me forward for board positions [or] … mentors
who test drive what I might say in an interview. Some of my mentors and sponsors are on
a lot of boards and they’re on big boards. They’ve been really helpful to me in evolving
my message.
Several of these directors mentioned that they felt blessed and fortunate to have mentors
and sponsors in their lives. Their mentors were internal, external, peers, subordinates, managers,
board members, and sometimes random employees. Kami said this about her mentors, “they may
not look like you. I would say all of the souls at my company who enabled me didn’t look like
me.”
For some participants, their mentors and sponsors either planted the idea or helped
position them in an executive role that allowed them to present to their firm’s internal corporate
boards. They shared stories of how they acquired board experience via their firm’s board.
Yvonne shared her thoughts about that experience:
When you sit on that [my company’s] leadership team, you attend board meetings. So,
for 7 years, I attended every board meeting at my company. I staffed one of the board
committees, so I worked very closely with the chair of that committee. It was three

47
different board members. … So, you listen, you present, but I pitched to the board. I’d
pitched to the board as president of my division, and then I’d periodically update them on
issues as part of my work on the other committee.
April’s mentor created a path for her to consider serving on boards:
I was fortunate enough to have the general council [mentor] who wanted me to start
presenting to the [internal company] board. I was then asked to lead a diversity initiative
that reported to the board and became chief compliance officer with a reporting line to
the board. That opened my eyes [to board service]. … That got me really much more in-
depth exposure. I had a lot of one-on-one conversations with board members, really got
to see their journey and background, and thought to myself, this [corporate board service
line of work] would be a great opportunity.
As a corporate executive in various roles at a Fortune 500 company, Elaine spent 13
years attending her company’s board meetings up to six times per year. Elaine said the following
regarding the board experience she gained, “I think really I gained a better understanding of
corporate governance and structure, the experience, in terms of how the board looked at my
company’s risk management and understanding of the business.” Many of the participants
involved in their company’s board said that it was an invaluable experience. They wished more
Black women executives had the opportunity to gain that sort of board exposure around
governance within the confines of their corporate executive roles. Fortunately, there are other
ways to gain governance experience.
All participants in this study serve or have served on nonprofit boards, and many see it as
an enabler to corporate board service. Nonprofit board services assist board members in human
capital from an experience perspective and social capital from exposure and networking
perspectives. Kami served on many nonprofit boards in a major city, and she said:

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The only difference between a not-for-profit board and a profit [board work] is the word
“not.” … The lessons that you learn in board governance are so key. You learn about
budgetary matters, and you learn to speak with confidence; you learn how to set agenda
and just governance.
Scarlet sees nonprofit boards as a pathway and advises others to serve:
It’s a pathway, so think about serving on a nonprofit board, a community board where
many captains of industries served. There are a lot of nonprofits where executives from
big companies serve because they resonate with the mission, so realize that community
board service can often be a pathway.
Ebony had similar sentiments:
I think that really for African Americans, in particular, trying to get on [corporate]
boards, that [nonprofit board work] is a key piece. Any kind of experience they can get,
or we can get, to show that we know how to serve in the boardroom is what really helps.
Now is the time for Black women executives to gain as much board governance
experience from as many avenues as possible to best position themselves for future corporate
board service. Nicole gave sage advice about being purposeful and prepared:
It always surprises me how many people are just getting ready to retire from their job,
and they look up and say it might be nice to serve on boards. Yeah, it might be nice, but
there’s so much you can do when you’re actually working to build some of the key
experiences, some of the critical relationships, and all those things. So, when you do say,
“I’m ready,” you have done some things to improve your odds that you will actually get
selected.
Victoria shared similar sentiments:

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I think it’s important if you’re a younger African American woman to realize it may be
worthwhile to tailor your experiences and opportunities within your companies to ensure
you receive that [right] type of experience. If board service is something that you are
interested in and you’re 35 years old, you may have a 10-year window to really package
yourself, so you’re attractive to a board, and you have all the attributes they are seeking.
The study participants commented on the various efforts stakeholders from the
investment community made, possibly leading to an opportunistic environment where Black
women executives have proactively acquired corporate board seats. Nasdaq’s recent board
diversity ruling, and large institutional investors, BlackRock, State Street, and Vanguard possibly
contributed to the recent uptick in Black women directors. Nicole comments on how the
investment community has made the corporate environment more interested in board diversity:
I believe in investors, and I’ve always said that once investors care about diversity,
companies will care, and it’s proven true. … I think for investors or for people who want
clients, and that side, I think they’re allowed to say whom they want to work with and
what they expect. Like investors, I can choose to invest in your company or not invest in
your company.
Large institutional investors and pension funds like the California Public Employees’ Retirement
System (CalPERS) and California State Teachers Retirement System (CalSTRS) have been
instrumental in using their voter power to influence their clients to be more intentional about
their companies’ diversity initiatives.
Most directors commented on the country’s attention to the social unrest since the murder
of George Floyd and how that regrettable event heightened the awareness around diversity
overall and, more specifically, corporate board diversity. As a result of this unrest, they believe
more board opportunities have opened up for Black women executives. Ebony said, “most

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recently, I’ve gotten many more inquiries from headhunters, and I think that’s the post-George
Floyd effect.” Kami had this to say, “George Floyd, I think this wonderful man changed the
world overnight. It just did. I think people are looking at us.” Lastly, Elaine said, “after George
Floyd’s murder, I think the racial and social reckoning that everybody is experiencing created the
perfect storm for a lot of emphasis around diversifying boards.”
Some participants commented that the pandemic and the world’s supply chain issues had
created opportunities for boards to recruit independent directors from functional executive roles
where Black women executives preside, such as risk management. Jocilynn talked about issues
companies and boards have in this area. She said, “there was an inability to forecast; determine
what the needs were in terms of the demand, supply, and move items from country to country
because of border closings.”
The findings from this study suggest there has been a heightened awareness around board
diversity and recruitment of Black women directors since the summer of 2020. For many of the
reasons stated above, every participant in the study has joined at least one new corporate board
since June 2020. Within the past 21 months, the study participants began serving on 27 or 71%
of their 38 total active corporate boards. These well-accomplished Black women directors have
served on 56 corporate boards throughout their careers and have rolled off 18 corporate boards
over the years.
Building on Wisdom—Recommendations
This study aimed to explore the corporate board journey of 12 Black women directors. I
used a phenomenological research design to truly hear the stories about how 12 amazing women
broke through the tacit barriers of corporate boards. Forty-two percent of the study’s participants
began their corporate board service more than 15 years ago, while three participants have over 20
years of service on corporate boards. The proactive practices these 12 Black women directors

51
incorporated from human and social capital perspectives were captured in the findings section of
this paper and are relevant for this recommendations section.
Improving Board Diversity From a Recruiting Perspective
Corporate boards have been responding to board diversity pressures coming from
policymakers, institutional investors, and society as a whole. Unfortunately, some of the firms in
the recruiting industry are struggling to adapt the necessary changes in their business model and
practices to adequately access the diverse pipelines of skilled candidates to meet the needs
around the diversity efforts of corporate boards. They have historically focused on recruiting
from a specific pool of CEO and CFO diverse candidates who are now boarded-up, producing
concerns about the pipeline of potential board members.
I have chosen to use Lewin’s change model in this recommendation section to highlight
several areas the recruiting industry could change to address the ongoing problem of recruiting
board-ready diverse candidates. Lewin’s change model consists of three stages: unfreezing,
changing, and refreezing (Levasseur, 2001). In the first stage of the model, unfreezing, the initial
step is for the firms to recognize they have a problem finding a qualified pool of Black women
executives and directors. Next, they will need to carefully examine their existing sourcing and
recruiting processes and practices and then communicate to stakeholders throughout their
organizations that change is necessary and urgent. Once their organizations recognize the need
for change, they will be unfrozen and ready for change.
In the second stage, changing, the recruiting industry needs to move from sourcing
candidates based on their titles, such as CEOs and CFOs, to targeting candidates based on the
skill sets that meet the board’s needs. During this changing stage, the recruiting firms should
transition some of their previous internal and external practices to a new state (Hussain et al.,
2018). This changing process should expose disparate data to effectively source and recruit a

52
different candidate demographic. Also, throughout this changing stage, the firms can
intentionally fill the structural holes within their social capital. A structural hole exists in the
absence of any relationship between two groups (Booth-Bell, 2018). The firms can fill their
structural holes by collaborating with new liaisons and external groups to bridge the social
capital gaps between recruiters and the population of qualified Black women executives and
directors. The organizations and their stakeholders will learn and adopt new behaviors and
processes to source qualified, diverse candidates during this changing stage. At this point, their
organizations will be ready for the final stage, refreezing.
Refreezing is the process of stabilizing and reinforcing the new practices developed and
implemented during the changing stage of Lewin’s model (Levasseur, 2001). Their firms will
need to go through this final stage to ensure that their organizations’ stakeholders do not return to
the status quo. During the refreezing stage, frequent communication should go out to the
appropriate stakeholders to remind them of their strategic goals and reinforce their reasons for
change. The overall objective is to ensure the recruiting industry has an outstanding executable
plan to solve the boarded-up and pipeline issues by moving from titles to skill sets and filling
their social capital structural holes.
Improving Board Diversity From a Director’s Perspective
Corporate board diversity has been a topic of discussion for many years, and it is a
complex problem that requires complex solutions. Many stakeholders worldwide, including
policymakers, institutional investors, large pension funds, board diversity organizations, and
global social movements, are addressing this issue from their standpoints. I believe that the
diverse populations also have to do their part in solving this wicked problem. I am reminded of
the saying, “If it’s going to be, it’s up to me.” What can Black women executives and directors
do to increase their representation on corporate boards?

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Similar to the section above, I will use Lewin’s change model to address board diversity
from Black women executives’ and directors’ perspectives. First, the individuals will need to
unfreeze by inventorying their human capital. They will ask themselves whether they have the
most attractive corporate board skill sets today during this unfreezing process. The individuals
will also need to determine if they are committed to a corporate board readiness personal
transformational process. Once the executives have accomplished those steps, they can move to
the changing phase of the model.
The wisdom shared by the participants in this study created the following developmental
activities and changes that Black women executives and directors may consider during this stage:
acquire profit and loss experience, improve internal and external networks, build more trusted
relationships, repair broken professional relationships, create more mentor relationships around
specific skill sets, position themselves for different executive roles internally or externally, seek
opportunities to have interactions with their firms’ internal boards, join external board related
groups, become students of the profession of corporate governance, and lastly, ensure they are
seen and known. During this stage, these executives focus on changing the things under their
control. Once they have effectively executed their corporate board readiness plan, they are ready
to move from the changing to refreezing phase.
In the refreezing stage, I recommend four critical activities for these Black women
executives and directors to stay relevant and ready to serve effectively in a dynamic business
environment. First of all, aspiring and diverse board members should maintain active
memberships in organizations like the ELC and NACD to remain aware and focused on the
germane issues in the boardroom and take advantage of their excellent networking opportunities
via their events. Secondly, these women should be vocal advocates for themselves by letting
everyone know that they are interested in serving on corporate boards and continue to network

54
with recruiters. Third, review and tweak, when necessary, their board bios and perfect how they
tell their board readiness stories. They are responsible for ensuring others know why they are the
best candidates for the corporate board roles they are seeking. Lastly, when they are boarded-up
or not a good fit for a specific board position, pay it forward and refer three other Black women
executives and directors.
A growing list of external board-related organizations provides directors and executives
interested in corporate board service a venue to network and learn. Aspiring and active directors
should seek membership in the organizations that best meet their experience, type of board
service, and geographic needs and expectations. Such organizations include the Executive
Leadership Council (ELC), National Association of Corporate Directors (NACD), Black
Corporate Board Readiness Program (BCBR), Black Women on Boards (BWOB), African
American Directors Forum (AADF), Women Corporate Directors (WCD), OnBoarding Women,
Director Diversity Initiative (DDI), Private Directors Association (PDA), and many more.
Throughout this study, all the directors made many comments about letting everyone
know they were interested in corporate board service. Black women executives and directors
must tell anyone and everyone about their aspirations for corporate board seats; this is not the
time to be overly humble or too shy. Recognize that people no longer have the so-called six
degrees of separation. Therefore, aspiring corporate directors should not prejudge who may or
may not recommend them for future corporate board roles.
Executives typically use their resumes in talent acquisition situations in the corporate
environment; however, board bios are even more critical than resumes in the corporate board
recruiting process. I am reminded of Mark Twain’s quote, “If I had more time, I would have
written a shorter letter.” Board bios are much more difficult to craft than a typical resume for an
executive. Most corporate independent directors worked with external board-related

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organizations and mentors to create a strong board bio and elevator pitch to succinctly tell their
board readiness story.
Many of the directors from the study mentioned they receive calls from corporate board
mentors and sponsors about open board roles. Some also mentioned that recruiters reached out to
them because another corporate board member who was boarded-up gave them her name.
Several of the participants from this study who are boarded-up said they referred three Black
women executives or directors to the person who reached out to them to improve the likelihood
that a Black woman executive or director would secure the open board seat. Many of the 12
directors from this study have been on the receiving and giving sides of those calls, and this
practice must continue to increase the number of Black women corporate directors.
Limitations and Delimitations
Corporate boardroom diversity and refreshment have been a longstanding topic; however,
the past 20 years has shown negligible improvement. During the summer of 2020, the United
States embarked on a new era of social unrest that may have been a tipping point for boardroom
diversity. Thus, a limitation may exist for this study because I conducted it when many
stakeholders were beginning to see a need for greater representation of women and ethnic
minorities in corporate boardrooms. Did the recent surge in recruiting and hiring more Black
women corporate directors skew the participants’ responses to my questions?
Although I interviewed 12 Black women directors for this study, each of whom had 2-23
years of corporate board experience, I recognized that these women are not a monolithic
representation of all Black women directors. A large-scale quantitative study could produce
additional information regarding the plight of Black women directors; however, to the best of my
knowledge, that study does not currently exist.

56
In 2020, the Fortune 500 board seats by race and gender looked like the following: White
men 3,627 (61.68%), White women 1,226 (20.85%), men of color 694 (11.80%), women of
color 333 (5.66%), and Black women 183 (3.11%; DeHaas, 2021). One delimitation is that I did
not include White women, men of color, and all women of color in my study. I decided to focus
on Black women because they represent nearly 6.6% of the U.S. population while only
representing less than half of that within the Fortune 500.
Recommendations for Future Research
This study focused on exploring the corporate board journey of 12 Black women
directors. Due to the gap in research around the lack of ethnic minority women on corporate
boards, future research could focus on the corporate board journey of Asian, Black/African
American, and Hispanic/Latina women directors. Additional research could focus on how Black
women directors describe their corporate board experiences and how their intersection of
multiple identities reveals the advantages and disadvantages these directors accrue. Lastly,
researchers could focus on how Black women directors describe their experiences in corporate
board leadership roles as lead directors and committee leaders.
Conclusion
Corporate boards are responsible for the oversight, management, and advisory of
corporations and their management teams (J. L. Johnson et al., 1996). Directors serve a critical
role in corporate governance by planning and managing resources, establishing a business
strategy, and setting policy objectives (Carter et al., 2010; Nekhili et al., 2013). These boards
have been relatively homogeneous compared to the stakeholders they serve, and stakeholders are
expecting their boards to be a better reflection of society moving forward (Brammer et al., 2007).
Human and social capital theories are important frameworks around board diversity.
They incorporate backgrounds and add connections by filling structural holes due to the

57
relationship gaps between two groups (Booth-Bell, 2018; García-Meca & Palacio, 2018; Ooi et
al., 2015). Some policymakers, institutional investors, and other outside influencers are now
insisting that board leaders incorporate a director demographic mix of gender, ethnicity, age, and
expertise via a board refreshment process (Dominguez & Lyles, 2019). However, these efforts
have primarily focused on gender over other diversity categories (Glass & Cook, 2017). Due to
the intersectionality experience of ethnically diverse women via race and gender, Black and other
ethnic minority women have become the most underrepresented groups on corporate boards
(DeHaas et al., 2019), and there is a significant gap in research regarding the lack of Black
women corporate directors. This study has illuminated the skill sets boards are seeking, how
Black women have leveraged their networks and recruiters to secure board seats, the barriers and
challenges aspiring Black female directors face, and the enablers they leverage en route to a
board seat. The findings from this study and the recommendations produced from them provide
the beginnings of a blueprint for making stronger progress toward achieving board diversity in
the years to come.

58
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Appendix A: Interview Protocol
It is great to see you again and thank you for agreeing to be interviewed. As previously
mentioned, I am a doctoral student at USC. I am conducting a study for my dissertation about the
lack of Black women executives on corporate boards. The purpose of my study is to explore the
perceived barriers and enablers to appointing Black women executives on corporate boards.
Today’s interview will be recorded, and the recording of this interview will not be shared with
anyone else. Throughout my study, I will honor the confidential nature of our conversation by
using a pseudonym for you and the actual corporate boards you reference. Do you have any
questions? Do I have your consent to proceed?
1. How many corporate boards do you serve on today? Potential probe: How many
years have you been serving on corporate boards?
2. Tell me about your corporate board journey. Potential probes: What executive
experience did you acquire throughout your career that best prepared you for
corporate board service? How does that differ from your peers on the board, if at all?
3. What enablers did you encounter along your journey, if any? Potential probe: Did you
have mentors and/or sponsors along the way?
4. What barriers did you face during your journey, if any?
5. Tell me about your recruiting process. Potential probe: Did the board or boards find
you via your networks, or were you found via recruiters?
6. What specific characteristics were the boards seeking when they recruited you?
Potential probes: How were those characteristics shared with you? How were you
able to demonstrate your experience throughout the process?

73
7. Were you ever the only woman and/or person of color on the board? Potential probe:
If so, how did you feel in that situation?
8. How did the board dynamics change when you were no longer the only woman
and/or person of color on the board, if at all? Potential probe: Please share some
examples.
9. Think back to the first time you shared an opposing view during a board meeting;
how did your peers receive it? Potential probe: How did you feel?
10. Thinking about your most recent board meeting, how do you think your contributions
as a Black woman director added value in ways different from your peers’
contributions, if at all? Potential probe: How have your peers expressed an
appreciation for your diverse views and contributions, if at all?
11. In your opinion, what are some reasons for the lack of Black women on corporate
boards? Potential probe: What do Black women need to do to position themselves
better for a corporate board seat, if anything?
12. Do you know of any other Black women directors I should also interview for this
study?
I truly appreciate you taking the time today to share your experiences. I expect to walk
away from this study with a much clearer understanding of why and how Black women
executives get appointed to corporate boards, coupled with a successful conceptual framework
for prospective Black women directors and corporate boards to adopt and follow, respectively.
Academically, I expect to defend my dissertation in March. Wish me luck!

Abstract (if available)

Abstract The purpose of this study was to explore the perceived barriers and enablers to appointing Black women to corporate boards. I recruited and interviewed a convenience sample of 12 Black women public-corporate directors using a 12-item interview protocol designed to uncover the human and social capital resources they perceived corporate boards were seeking during the recruiting process, the human and social capital they bring to corporate boards, and the barriers and enablers they encountered along their corporate board journey. Study findings indicated that Black women executives and directors might consider the following developmental activities during this stage: acquiring profit and loss experience, improving internal and external networks, building more trusted relationships, repairing broken professional relationships, creating more mentor relationships around specific skill sets, positioning themselves for different executive roles internally or externally, seeking opportunities to have interactions with their firms’ internal boards, joining external board-related groups, becoming students of the profession of corporate governance, and ensuring they are seen and known. Future research could focus on how Black women directors describe their corporate board experiences and how their intersection of multiple identities reveals the advantages and disadvantages these directors accrue. Additional studies could focus on how Black women directors describe their experiences in corporate board leadership roles as lead directors and committee leaders. Lastly, due to the gap in research around the lack of ethnic minority women on corporate boards, researchers should conduct more studies regarding the corporate board journey of Asian, Black/African American, and Hispanic/Latina women corporate directors.

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Asset Metadata

Creator Dorsey, Keith Darnell (author)

Core Title Corporate board diversity: a path to board service from the wisdom of Black women directors

School Rossier School of Education

Degree Doctor of Education

Degree Program Organizational Change and Leadership (On Line)

Degree Conferral Date 2022-05

Publication Date 05/06/2022

Defense Date 03/21/2022

Publisher University of Southern California (original), University of Southern California. Libraries (digital)

Tag African American,Board of Directors,corporate governance,diversity,Executives,OAI-PMH Harvest,training & development,Women

Format application/pdf (imt)

Language English

Contributor Electronically uploaded by the author (provenance)

Advisor Hyde, Corinne (committee chair), Little, Sharoni (committee member), Stowe, Kathy (committee member)

Creator Email kddorsey@usc.edu,keith@dorseymc.com

Permanent Link (DOI) https://doi.org/10.25549/usctheses-oUC111270808

Unique identifier UC111270808

Document Type Dissertation

Format application/pdf (imt)

Rights Dorsey, Keith Darnell

Type texts

Source 20220506-usctheses-batch-939 (batch), University of Southern California (contributing entity), University of Southern California Dissertations and Theses (collection)

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Repository Location USC Digital Library, University of Southern California, University Park Campus MC 2810, 3434 South Grand Avenue, 2nd Floor, Los Angeles, California 90089-2810, USA

Repository Email cisadmin@lib.usc.edu