Prologue: The Glassner Doctrine
Let me tell you a secret they don’t teach in business school: The boardroom is not a temple of rationality. It’s a stage — and behind every quarterly report, behind every glossy 10-K and buttoned-up press release, there’s a performance underway. A human drama. Part opera, part improv, part therapy session with stock options.
Over the past four decades, I’ve sat in more than a thousand of those rooms. Behind closed doors. In times of triumph, crisis, and complete existential tailspin. I’ve watched billion-dollar titans sob behind closed doors. I’ve watched CFOs weaponize spreadsheets like loaded pistols. I’ve seen CHROs try to mediate shouting matches between people wearing $9,000 suits and $900 insecurities.
They call me the CEO Whisperer. Sometimes with affection. Sometimes with suspicion. And usually when the wheels are about to come off the gilded bus.
My job? To tell the truth they don’t want to hear — and help them survive hearing it. To be the unshakable mirror, the calm in the psychodrama, the one person who can translate the language of ego into something usable, actionable, and — if we’re lucky — redemptive.
And, when things really go off the rails, it’s almost always tied to one thing: compensation.
Not just how much, but how it’s structured. What it signals. What it hides. Pay isn’t just a number — it’s a proxy war for power, legacy, and fear. It’s the one topic that can reduce the most polished leader to a bundle of insecurities wrapped in Brioni.
I’ve seen executives break down over a 10% haircut to their bonus formula. I’ve seen board chairs whisper “this might get loud” before a CEO learned his stock options were underwater. I’ve seen leadership teams treat LTIP design sessions like nuclear treaty negotiations.
Because in the end, money isn’t about greed — it’s about value. Identity. Respect. When a CEO sees their pay plan, they don’t see a spreadsheet. They see a mirror.
This isn’t about schadenfreude. It’s not about mocking the mighty. This is about what happens when real people collide with impossible expectations and unimaginable pressure in a room where no one dares flinch. It’s about what power does to people. And what people do when the spotlight starts to flicker.
Because here’s the truth:
CEOs aren’t gods. They’re not demons either. They’re human beings handed the steering wheel of a ship built to sink anyone who hesitates. Some thrive. Some fail. Some self-destruct in spectacular, slow-motion fashion while insisting everything is fine.
And me? I’ve been there through all of it — with my pen, my poker face, and one phrase that has disarmed more egos, de-escalated more implosions, and rebuilt more broken boardroom bridges than any management theory ever printed:
“Help me to understand.”
That’s the Glassner Doctrine. Not a command. Not a fix. Just an opening.
Because the most dangerous thing in any boardroom isn’t the mistake. It’s the silence around it.
So pull up a chair. You’re about to see what really happens when leadership cracks.
And no, there won’t be a wellness coach on standby.
Chapter I: CEO Confidential — Greatest Hits (and Explosions)
You don’t get four decades in this job without some scars, a few war stories, and the occasional bloodstain on a 10-Q.
There was the media CEO — we’ll call him "Clive" — who stood up mid-comp committee and shouted, “I built this empire with my bare hands and you’re telling me I don’t meet target?” He then hurled a Montblanc across the room. It missed the head of HR but nailed the espresso machine. We called it a symbolic act of cost containment — and adjusted his bonus for 'non-core damage recovery.'
Then there was the founder who wanted to pay himself in restricted stock — not of his own company, but of a peer in the same sector. “We’re both tech-adjacent,” he argued. “It’s basically the same thing.” The audit chair called it bold. The GC called it felony-adjacent.
One CEO resigned in the middle of a board call. Except he forgot to mute. We all sat there in stunned silence as he narrated his own exit: "You know what? Screw it. I don’t need this. I’ve got an Airstream and a golden retriever. I’m out."
The CFO responded by recommending a retention grant.
Let’s not forget the Fortune 100 insurance giant whose CEO demanded a reworked compensation package because his neighbor — the head of a multibillion-dollar private equity firm — had a jet with faster Wi-Fi. The board chair, God bless him, asked with a straight face, “Is he better at golf?”
One executive sobbed into a Hermès handkerchief because we aligned his equity refresh with shareholder return instead of market cap. Another tried to flip a chair when he learned his severance package didn’t cover the legal fees for his mistress’s NDA.
They all say the same thing in different languages:
Here’s the part you won’t find in Harvard case studies: These moments of crisis don’t erupt because someone made a bad earnings call or missed a strategic milestone. They happen when the mask slips. When the mythology of the CEO — the carefully curated persona with the just-so LinkedIn posts and the page 3 photo ops — collides with the unfiltered truth of being human.
Not arrogance. Not greed. Fear.
Fear of being outpaced, outflanked, out-quoted in the Wall Street Journal. Fear of losing the room. Of slipping from relevance. Of being the next headline that starts with “Embattled CEO…” and ends with “…declined to comment.”
And compensation — the one thing that’s supposed to be objective, strategic, and incentive-aligned — is actually a hall of mirrors. It reflects what boards think, what shareholders expect, and what the CEO suspects. Every clause in the LTIP is a Freudian slip waiting to happen.
That’s why my job isn’t just about pay levels. It’s about emotional thermodynamics. Because in the end, every CEO is asking the same silent question:
“Do they still think I’m worth it?”
And when the answer is no? That’s when the fireworks start — followed by the lawyers, followed by the leaks, followed by the $40,000 executive coach who once had a podcast about “executive chakras.”
It’s hilarious, until you remember the company is real. The jobs are real. The market reaction is real. And so is the damage.
But don’t worry. I’ll be there. With my playbook, my poker face, and a fire extinguisher just off frame.
Chapter II: The Fragile Gods of Power
They walk into the room like titans. They leave like toddlers.
That’s the dirty secret no one dares whisper above a six-figure retainer: most CEOs are emotional trapeze artists, swinging wildly between confidence and collapse — and the net is made of deferred stock.
Behind the keynote speeches and LinkedIn humility posts lies a truth I’ve seen again and again: power doesn’t make you stronger. It makes you brittle.
At the top of the org chart, you don’t have fewer fears. You just have better tailoring and a comms team to spin them. Every week is a tightrope walk between myth and meltdown. And every time a boardroom door closes, the mask gets a little heavier to hold up.
One CEO — a towering figure at a global brand — once pulled me aside during a break in his compensation review. He looked pale, eyes glassy. “I’m not sleeping,” he whispered. “My hands shake every time I open my email.”
This is a man who had just been on the cover of Fortune as a “visionary leader.” His biggest fear? Not shareholder revolt. Not activist investors. Losing the respect of the two directors he admired most.
Another confessed that he couldn’t look at his own Glassdoor page without drinking. He had an entire team dedicated to managing his online reputation — and yet he still read the comments.
"Narcissist."
"Too slick."
"Probably pays himself more than he’s worth."
“Are they wrong?” he asked me once, holding a tumbler of something expensive and existential. The room was dead quiet.
These are the gods of the business world. Except they’re not gods. They’re gladiators in Gucci, and the lions are brand perception, quarterly guidance, and that one rogue director who just read a shareholder letter and decided they suddenly care about governance.
And the funny thing? The higher they rise, the more isolated they become. The praise is hollow. The friendships conditional. Every compliment feels like a setup. Every compensation discussion sounds like an inquisition. One CEO described his annual review as “a performance review conducted by my ex-wife, my parole officer, and my funeral director.”
You think I’m joking. I wish I were.
I’ve seen seasoned executives fall apart because someone said the word "succession" without a qualifying adjective. I’ve watched them spiral after being told their equity grant was moving from percentile 85 to 75. I've seen bonus pools compared to previous years like baseball stats — except the home runs are emotional validation and the strikeouts are public humiliation.
There’s an alchemy to executive fragility that few outside the boardroom ever understand. These are men and women who spent decades ascending — sacrificing weekends, families, hobbies, even health — for the privilege of being placed under a microscope. They are worshipped in press releases and quietly resented in the hallway. They are the last to know when the mood has shifted. They are the first to be blamed when the stock dips.
And when they finally reach the summit, they discover there’s no oxygen. Just altitude sickness, performance metrics, and someone from HR scheduling a 360-review.
Most CEOs aren’t afraid of failure. They’re afraid of being forgotten.
That’s why they fight for legacy packages no one understands. That’s why they obsess over comp peer groups like a kid memorizing baseball cards. That’s why the severance isn’t just insurance — it’s a love letter to their future obituary.
They don’t want to retire rich - They want to retire remembered.
Preferably with a building named after them and a plaque that lies politely.
And when things go sideways — because they always do — the breakdown isn’t over money. It’s over meaning.
That’s when I get called. Not when the deal’s signed. When the human behind the executive starts to unravel and no one else in the room has the guts to say:
"You okay?"
Spoiler: They’re not. But they’ll nod. And smile. And ask if we can please go back to page 9 of the comp deck, the one with the color-coded waterfall chart that explains why their performance-based equity has the emotional resonance of a hostage video.
So, I do what I always do. I let the silence breathe. I wait for the moment the mask slips — and then I say:
“Let’s talk about what’s really going on here.”
Sometimes they laugh. Sometimes they cry. Sometimes they fire me.
But most of the time, they sit back… and exhale.
Because for once, someone in the room didn’t see a headline.
They saw a human — cracked, imperfect, brilliant, terrified.
And worth saving.
Chapter III: The Pay Derangement Syndrome
Compensation used to be a tool. Now it’s a religion. And every CEO is both the preacher and the martyr.
There was a time — say, back when people still used fax machines and tie clips — when pay was designed to align incentives, reward performance, and maybe buy a decent bottle of Bordeaux. Today, it’s a Rube Goldberg machine strapped to a casino jackpot dressed up as a tax strategy.
And the side effects are real: anxiety, delusion, hallucinations of peer group betrayal, and the urge to scream “Why is my TSR cap lower than his!?” in a crowded restaurant somewhere between Davos and Aspen.
I once walked into a comp committee meeting where the CEO had pre-highlighted the entire deck. Every section about his pay plan was color-coded: yellow for “insulting,” orange for “nearly insulting,” and red for “fireable offense.” He passed out laser pointers. This man ran a Fortune 200 company and was explaining why he deserved more RSUs like a kid arguing for an extra scoop of ice cream. His general counsel watched in quiet horror, mouthing prayers to the gods of governance.
Another favorite: the CEO who brought his own shadow comp consultant to the meeting — a guy named Vince who used to work in real estate and introduced himself by saying, "I think Frank’s missing the forest for the trees." Vince’s version of competitive benchmarking involved typing "CEO pay" into Google, printing screenshots, and taping them to a vision board.
Then came the moment for the ages. A brash young comp consultant representing the executive team of one of the largest financial exchanges in the world was defending his valuation model. He’d subtly juiced the Black-Scholes assumptions to squeeze a few extra million into the CEO’s options package. Bold. Audacious. Stupid.
He argued with such conviction — quoting Monte Carlo simulations and risk-free rates like a man possessed — that it took the committee a few minutes to realize he was talking over Myron Scholes himself. Yes, that Scholes. Of Black-Scholes fame. Sitting in for a regular committee member.
When the consultant smugly demanded to know, “Why do you think your version is more accurate than mine?” Scholes leaned back and deadpanned:
“I’m Myron Scholes. You know, the Scholes in Black-Scholes. Who the hell are you?”
I’ve never seen a Harvard MBA go from 6'2" to 3'9" so fast without being tackled. The silence that followed could’ve triggered a bear market.
Then there’s the CEO who asked to retroactively recharacterize his bonus as performance-based to make it look better in the proxy. Why? Because he was “feeling emotionally underpaid.”
This is not rare. This is weekly.
Here’s the thing: when money becomes a mirror, people stop seeing numbers — they see judgment.
I’ve seen grown adults with MBAs from Wharton argue over the vesting schedule of options they didn’t understand. I’ve seen proxy statements rewritten because the phrase "market median" made a CEO cry. I’ve seen companies spend six figures on consultants just to add the word “transformational” to an LTIP narrative that no one will read and everyone will misinterpret.
And let’s talk about comp design. If you gave the average long-term incentive plan to a philosophy major and said "Explain this," they’d quit and go raise goats.
Here’s how it works now:
Then present it to the board with a straight face and a 42-page appendix.
By the end of it, no one remembers what was being incentivized. They just remember what was missing: “I don’t see innovation in here.” — “We need to add a stretch metric for culture.” — “Can we include a provision for ‘unexpected market adversity’?”
Translation: “What if he screws up but we still want to pay him?”
And let’s not forget the endless arms race of peer group manipulation. I once watched a CEO fight to add Tesla to his comp peer group. The board chair asked, “Do you sell cars?” The CEO said, “No. But I could.”
You laugh. You should. But you should also cry — because this is how billions in shareholder value get misallocated: one emotionally wounded executive at a time.
The truth is, comp is no longer just a governance issue. It’s a crisis of identity. And the boardroom is the therapy session where no one brings Kleenex but everyone expects catharsis.
So I sit there. Calm. Polished. With my deck, my data, and the same question I always ask:
“Are we paying him to perform — or to feel better?”
Most of the time, no one answers. They just nod. And ask if we can add another performance measure for shareholder engagement.
Chapter IV: The Talent Myth — “He’s a Jerk, But He Delivers”
Somewhere along the line, the boardroom rebranded bad behavior as brilliance.
You’ve heard it. I’ve heard it. We’ve all heard it:
“He’s a jerk, but he delivers.”
That sentence has justified more emotional carnage, cultural decay, and late-stage capitalism than any other phrase in corporate history. It’s the diplomatic immunity of CEO pathology. It’s how tantrums become strategy and micromanagement becomes “operational intensity.”
I once sat in a board meeting where the CEO berated his entire executive team for 45 minutes — finger-pointing, name-calling, and at one point, flinging a marketing report across the room like a Frisbee. When he left the room, the lead director turned to me and said:
“You know, he’s tough. But he drives results.”
Drives results? He drove three VPs into early retirement, two general counsels into therapy, and one CFO into a TED Talk called “Healing from Leadership.” The company’s Glassdoor page had more red flags than a bullfighting arena.
Here’s the truth: the cult of CEO exceptionalism has confused charisma with character. We’ve built entire compensation systems around the myth of the irreplaceable leader — the visionary genius who must be tolerated, coddled, and occasionally bailed out because, allegedly, no one else can do what he does.
It’s nonsense. I’ve met hundreds of them. I’ve coached dozens. They’re not unicorns. They’re usually just really good at positioning their volatility as passion and their dysfunction as disruption.
You’d be amazed how many boards will accept behavior that wouldn’t fly in a kindergarten classroom if the share price is up 9% YoY.
One CEO physically threw a stapler during a quarterly results prep session — not at anyone, thankfully — but into a Ficus. The stapler lodged there for years. Employees began using it as a metaphor: “How’s your project going?” — “Still stuck in the Ficus.”
Another was infamous for 4:00 a.m. emails shaming his executive team. Subject lines like “WHY ARE WE FAILING?” became so routine that his general counsel created a draft folder titled “Emails I Will Regret.” The folder had hundreds of unsent apologies, strategic rewrites, and at least one resignation letter (never sent).
Then there was the biotech CEO who insisted on holding one-on-ones during his morning treadmill sessions. “We’re both elevating,” he’d say between strides. HR called it "unusual," which in HR-speak means please make it stop.
And yes — the retail CEO who dragged his team to a 72-hour silent retreat in Big Sur. No phones. No email. Just vision boarding, morning breathwork, and a team-building trust fall into a poison oak ravine. Two executives quit mid-hike. One faked a connectivity emergency to get helicoptered out.
But the board let it slide. Because “he delivers.”
He didn’t. But the narrative did.
This is the dangerous seduction of performance optics — we mistake momentum for leadership. We forget that toxic success is still toxic. And we pay for it with burned-out teams, poisoned cultures, and entire organizations run like volatile hedge funds with catered lunches.
Here’s the secret nobody wants to admit: high-performing jerks are rarely sustainable.
They don’t build leaders. They create loyalists, or worse — hostages. They confuse fear for focus. And when they crash — and they always crash — the board is left cleaning up the mess with a succession plan that reads like an episode of Dateline.
I once watched a legendary CEO flame out in real time. The board was ready to let him go, but they were terrified. Not of the markets. Of the optics. They asked me if we could wait until earnings season was over, then proxy season. Then the product launch. Then his birthday.
He ended up resigning in disgrace, mid-investigation, with a severance package large enough to fund a space program.
The lesson?
If you wait for a high-performing jerk to stop performing before you act, you’re already too late.
And let’s not forget the final act in this absurd opera: CEO coaching, ego inflation, and the compensation consultant as emergency chaplain. By the time I’m called in, it’s not about pay anymore. It’s about validation, narrative control, and psychological triage disguised as a Total Rewards strategy. We’re not aligning incentives — we’re talking executives off metaphorical ledges using equity grids and performance curves like holy scripture. You haven’t lived until you’ve held a CEO’s gaze while explaining the unintended consequences of his own retention grant — while he’s holding a stress ball with your name on it.
You don’t need perfect people in the C-suite. But you need people who leave the place better than they found it — including the people.
That’s the talent myth. And it’s time to rewrite it.
Chapter V: The Collapse of Gravitas — When the Hoodie Replaced the Suit, and the Mic Drop Replaced the Mission
There was a time — not long ago, but long enough to be forgotten — when corporate leaders projected gravitas. You could feel it in the way they entered a room, in the pause before they spoke, in the quiet authority they brought to chaos. They wore suits, not costumes. They listened more than they posted. They understood that leadership was earned, not streamed.
Then came the hoodie.
Suddenly, CEOs didn’t look like adults. They looked like audition tapes for tech cults. Gravitas gave way to "vibe." The new executive uniform became jeans, branded sneakers, and a relentless belief that every board meeting was a TED Talk waiting to happen. Instead of white papers, we got whiteboards. Instead of principles, we got podcasts.
And the myth stuck — because they seemed visionary. Until they weren't.
I watched one CEO deliver his annual strategy via interpretive dance. Another played a ukulele on stage at a leadership summit to demonstrate “emotional authenticity.” One board member leaned over to me and whispered, "Is this... satire?" I couldn’t answer. I was too busy checking the stock price.
And then there was the startup founder who delivered a speech about resilience while sitting on a beanbag, barefoot, sipping from a turmeric latte. His head of comms had to discreetly slide a compliance memo under his almond croissant during Q&A.
This is not parody. This is reality.
And we’ve seen what happens when the vibe fades and the valuations fall.
Uber. WeWork. Theranos. FTX. Quibi. Ozy. Poster children of modern disruption, now immortalized in documentaries and investor litigation. These weren’t CEOs — they were performance artists with cap tables, charisma merchants with cult followings and term sheets. Their boards? Spellbound, starstruck, or simply MIA.
Uber’s CEO required a full-blown intervention from his investors — not about margins, but about maturity. WeWork’s founder burned billions building a communal real estate empire fueled by incense, tequila, and unchecked ego. Theranos became the Harvard Business School case study for hubris-as-a-service. FTX? The financial equivalent of a college improv troupe running the Federal Reserve.
One fintech wunderkind, once hailed as the next Jobs-meets-Musk, raised $800 million before his board realized he couldn’t explain his own revenue model. He resigned “to pursue mindfulness” — and took the espresso machine with him.
Another built a billion-dollar crypto platform that imploded faster than you could say 'decentralized.' He testified before Congress in socks and blamed his meltdown on “vibes misalignment.” One director privately told me, “I think we just funded a podcast.”
And of course, the e-commerce disruptor who declared himself a 'spiritual capitalist' and made all decisions by gut instinct. He live-streamed town halls from his infrared sauna. The SEC showed up before the stockholders did.
And we’ve seen what happens when the vibe fades and the valuations fall. The poster children of startup stardom — Uber, WeWork, Theranos — became cautionary tales so fast they skipped their own origin stories. These weren’t leaders. They were performance artists with cap tables. Their boards? Spellbound, starstruck, or just asleep.
One fintech wunderkind, once hailed as the next Jobs-meets-Musk, raised $800 million before his board realized he couldn’t explain his own revenue model. He resigned “to pursue mindfulness” — and took the espresso machine with him.
Another built a billion-dollar crypto platform that imploded faster than you could say 'decentralized.' He testified before Congress in socks and blamed his meltdown on “vibes misalignment.” One director privately told me, “I think we just funded a podcast.”
And of course, the e-commerce disruptor who declared himself a 'spiritual capitalist' and made all decisions by gut instinct. He live-streamed town halls from his infrared sauna. The SEC showed up before the stockholders did.
The fall of gravitas isn’t just aesthetic. It’s moral. It’s the erosion of restraint, dignity, and the acknowledgment that some things — like fiduciary duty or employee wellbeing — should not be crowdsourced.
Instead of Churchillian resolve, we got leadership-as-content. Empathy filtered through Canva slides. Quarterly goals written in lowercase sans serif fonts with names like “Project Moonbeam.” A $100 million restructure, rebranded as "emotional simplification."
And boards let it happen. Like lovesick magpies chasing a shiny object, they couldn’t resist. They wanted to believe. They needed to believe. In disruption. In genius. In the lie that the loudest guy in the hoodie must be the smartest guy in the room.
And so they got pulled in — time after time — into this self-fulfilling hallucination. They nodded through nonsense. They approved valuations scrawled on napkins. They flew private to watch burn rates ascend like Roman candles while metrics flatlined and culture curdled.
One VC told me, "He’s not CEO material, but he’s electric." Like that was a virtue. Another director said, "We’re betting on vision." Vision? The man couldn’t spell EBITDA. But he could pitch. He could fill a room with adjectives and a spreadsheet with red.
Because everyone else on the cocktail circuit was bragging about their own disruptor. Because nobody wanted to be the adult in the room. Because nobody wanted to be the one who said, “Show me your margins.”
But you can’t buy seasoning. You can’t buy judgment. And you can’t buy the scars that come from having made — and owned — a few disastrous decisions.
A good board is expensive. A great board is rare. But a legendary board — the kind that can smell the difference between charisma and combustion — is priceless. And far too many of them were missing from the rooms where these launches veered off-course.
Here’s the tragedy: many of these leaders weren’t bad people. They were just unmoored. Raised in a climate of instant applause and infinite feedback loops, they lost touch with the quiet discipline that once defined great leadership. Gravitas doesn’t mean pomp. It means gravity. It means knowing the weight of your words. It means recognizing that a single decision — a merger, a memo, a misstep — can change thousands of lives.
But that kind of weight doesn’t fit in a 280-character box.
So we rewarded performance art. Until the art cracked. And underneath it? Insecurity, hubris, and the realization that charisma has a shelf life.
One CEO broke down in a private meeting because his meme-heavy town hall didn’t land. “They don’t see me anymore,” he said. “They used to clap.” Another confessed he spent more time editing his LinkedIn posts than reviewing financials. “It’s not that I don’t care,” he told me. “It’s that I don’t know where the caring is supposed to go.”
That’s what happens when gravitas collapses. The whole room gets lighter. But nobody feels safe.
So what do we do?
We remember. We remember that leadership is not a brand. It’s not an aesthetic. It’s a burden. And for those willing to carry it — quietly, fiercely, with humor and humility — there is still space.
The rest? They’ll be on TikTok.
Chapter VI: When the Adults Don’t Show Up — Crisis CEOs, Ghosted Boards, and the Day the Music Died
The problem with hallucinations is they don’t end with a soft landing. They crash. Hard. And when they do, everyone looks around the room for the grown-ups — the real leaders, the adults, the voices of reason. But the seats are empty. Or worse, filled with stunned spectators who thought they were on a Netflix panel, not a fiduciary firing line.
This is the moment when the bill comes due. When the quarterly fantasies turn into subpoenas. When the vibe curdles, the narrative breaks, and the “next big thing” becomes a line item under restructuring charges.
And the board? The same board that nodded through the pitch decks, toasted unicorn status, and looked the other way while the CFO duct-taped the numbers together? Now they’re stunned. Shell-shocked. Like passengers on a private jet who just realized the pilot doesn’t know how to land. They turn to the compensation consultant and whisper:
“How did we not see this coming?”
Let me answer that question plainly: because you weren’t looking. You were hoping.
You were hoping he’d grow into the job. You were hoping the metrics would catch up with the marketing. You were hoping the HR chief would fix the culture — that the audit committee would fix the reporting — that someone, somewhere, would take the wheel before the Tesla drove off the metaphorical cliff.
But no one did. And now the wheels are off.
This is when the interim CEO steps in. Usually someone with a weathered résumé, a LinkedIn headshot taken during the Obama administration, and a voice like gravel over bourbon. They’re not here to inspire. They’re here to stabilize. They’re what you get when the dream is over and the lawyers are on hold. Corporate triage: duct tape, tri-fold binders, and a daily call with compliance.
Meanwhile, the board that once basked in secondhand glow is now fleeing group texts like it’s a hostage situation. One member ghosts the chair. Another asks if they can quietly step down due to "a conflict with other obligations." A third just forwards their D&O policy and writes, "Am I covered for this?"
Then come the statements. “We remain confident in our strategy.” “We thank our former CEO for his vision.” “We are focused on delivering shareholder value.” These are not communications. They are confessions of paralysis. You can almost hear the PR firm hyperventilating through the press release.
And this is where I always remind the board of something they forgot:
You are not the audience. You are the last line of defense.
Everybody wants to be a director. It sounds glamorous. Exclusive. The capstone to a stellar career. But too many want the prestige without the burden. They want the walnut-paneled boardroom without the moral courage. They want to sip the wine, nod at the deck, and fly home before the real work begins.
A truly great director isn’t just a résumé. They’re a radar system. They don’t chase charisma — they interrogate it. They don’t get seduced by vision — they demand verification. And when the storm hits, they don’t ask who’s to blame. They reach for the controls.
You can’t fake that. And you can’t crowdsource it.
So why are truly great directors so rare? Because it's one of the only jobs in the world where the stakes are astronomical, but the training manual is written in invisible ink. Most director candidates confuse their resume with readiness. They’ve been executives, founders, influencers, maybe even one-time disruptors — but they've never had to raise their hand and say, 'No. This is wrong. And I will not approve it.'
They’ve never been sued for someone else’s decision. They've never faced a proxy fight. They’ve never had to tell a CEO with a billion-dollar ego that it’s time to step aside.
Being a great director means knowing how to ask the right question, in the right moment, with the right tone — and being fully prepared for what happens if the answer is a lie. It means knowing when silence is dangerous. It means watching the metrics, but reading the mood. It means understanding that culture is not a slide in the deck — it’s a signal. And when the signal flickers, it’s your job to notice before the building catches fire.
And yet, everyone wants the title. Being a director today is like being cast in an exclusive reality show — “Who Wants to Be a Board Member?” You’d be shocked how many LinkedIn messages I get that begin with, "Hey Frank, can you get me a director seat? I’d be great at it.”
They say it with the wide-eyed enthusiasm of a Labrador puppy — eager, flattering, totally unaware of the job description. Most of them have never read a proxy, let alone challenged a CEO mid-meltdown. They think it's wine and wisdom. It’s more often subpoenas and spreadsheets.
Because being a real director — a great one — is brutal. It means reading footnotes when your friends are at dinner. It means raising your hand when everyone else wants dessert. It means asking questions that make the CFO sweat and the general counsel twitch.
So, when you ask me if I can “get you a board seat,” here’s my Socratic reply: Would you jump on a moving train with no brakes, no engineer, and 5,000 lives in the passenger cars — and call that glamorous?
If the answer’s yes, congratulations. You might be one of the few. It takes scars. It takes seasoning. It takes people who’ve lost something real — a company, a bet, a friend — and still showed up. And they are rare.
The best directors I’ve worked with have noses like bomb-sniffing dogs and the patience of hostage negotiators. They listen for what's not being said. They know that silence in a boardroom is often the loudest red flag. They don’t fall in love with founders. They fall in love with fundamentals.
So I tell every new director the same thing: Read your D&O policy - All of it. Not just the summary. Not just the limits. Read the exclusions. Because your name is on the line. Your reputation. Your legacy. And if you think you're just there to "support management," you've misunderstood the assignment.
When things go south, you’re not just a bystander. You’re a defendant.
And here’s the Socratic irony: the people who were supposed to ask the hardest questions — the ones who could have challenged the vision, the valuation, the vibes — they were too afraid of sounding old, or slow, or not visionary enough.
So, they applauded. They hash-tagged. They signed off.
They cheered the Blue Origin launch with no flight plan, no heat shield, and Katy Perry shrieking over mission control like she was headlining a Vegas divorce party instead of narrating humanity’s symbolic return to space. It was less Armstrong, more auto-tune — the last thing anyone needed before atmospheric reentry. One director turned to me and said, "If this ship goes down, her estate better have a rider for dignity." They posed for photos on the deck of the Titanic — after it hit the iceberg, passed out earplugs, and invited the DJ to drop the bass.
And when the music finally stopped, there was no one left to lead the room. Just a Spotify playlist looping “Don’t Stop Believin’” in a $12 million loss recovery budget.
Chapter VII: The Whisperer’s Lament — The Search for a Savior, or Just a Safe Pair of Hands
You’d think that after the crash, after the mea culpas and the “strategic pivots,” the board would rise from the ashes and commit to finding a true leader — someone principled, seasoned, grounded. A pilot, not a showman. A rebuild, not a rebrand. A conscience, not a Canva deck.
And to be clear — I don’t do executive search. I don’t place candidates. But as the trusted whisperer, the advisor, the board’s late-night phone call when things go sideways, I get asked one question over and over: “What do you think?” Sometimes it’s followed by, “Who would you recommend?”
That’s the moment I lean in. Because I know exactly what they’re hoping for — a unicorn with perfect experience, media training, a crisis-tested soul, and a therapist’s EQ. Someone who can fix the plane in flight, charm the street, and carry the board’s baggage without ever asking who packed it.
And I also know what they really need: someone who tells the truth. Someone who earns trust without buying it. Someone with ballast, clarity, and the quiet courage to lead when the spotlight turns cold.
I don’t charge for those priceless recommendations. I offer them because I care — not transactionally, but professionally, personally, profoundly. I feel a stewardship for the space we all inhabit — a space where reputation is currency, trust is capital, and legacy is written in the lives we impact.
This isn’t about placement fees. It’s about purpose.
It’s what I do. It’s how I roll. It’s the Veritas way. Just call or email — and I’ll be there. Always.
Instead of asking, “What kind of leader do we need to rebuild?” they ask, “Who won’t scare the analysts?”
Instead of saying, “Let’s find someone who will challenge us,” they whisper, “Let’s not rock the boat.”
And just like that, the search begins — not for greatness, but for neutrality. For beige. For “safe”.
I’ve seen job specs that read like eulogies: “Consensus-oriented.” “Unflappable under pressure.” “Able to work within existing cultural norms.” Translation? Please don’t make us uncomfortable. We’re still recovering from the founder’s ayahuasca phase.
The candidate pool shrinks fast. First, you lose anyone bold. Then anyone honest. Then anyone with a pulse. What’s left is a shortlist of “steady hands” — people whose superpower is being forgettable. People who’ve made a career out of not offending anyone.
One candidate I recommended once saved a company from delisting, rebuilt a broken culture, and gave back half her bonus when the stock dipped. The board chair said, “She might be a little too direct.” Another candidate spent twenty years quietly fixing other people’s disasters and refused to let legal 'polish' his resume. He was cut because he “lacked the right kind of charisma.”
So they settled — for a caretaker, a placeholder, a human Band-Aid with a résumé written in passive voice. The kind of leader who uses verbs like "navigate," "leverage," and "support" — but never “decide.”
Because no one wants to be the board that bets big again. They want plausible deniability. They want someone who will smile in the earnings call, stabilize the narrative, and make it to proxy season without crying on Bloomberg.
This is when they need courage. This is when they need to get it right. But fear is easier than faith.
So, the consultants are briefed: keep it quiet. The recruiters are instructed: keep it clean. And the final candidates are all variations of "acceptable." One's from a grocery chain, one’s from private equity, and one’s a retired CFO who “knows his way around tough cycles.” No one asks if they can actually lead. Only whether they can survive.
I once watched a search committee spend six weeks rewriting the CEO job description to make it sound less aggressive. They removed the word “transform” and replaced it with “support organizational evolution.” They removed “accountability” and swapped in “stakeholder fluidity.” By the end, the spec read like a horoscopes column.
The irony? They were hiring in the wake of a scandal involving fraud, harassment, and failed audits. What they needed was Churchill. What they hired was scented yoga.
Because when the company is burning down, the last thing you want — apparently — is a firefighter who makes people nervous.
And here's what breaks the whisperer’s heart: the right person is almost always out there. Not perfect. But principled. Not flashy. But fierce. Someone who has nothing to prove — and everything to give.
But they get passed over because they don’t use the buzzwords. They tell the truth in committee interviews. They ask questions that make people uncomfortable. They show up without a media coach.
So, when the board says, “We just want someone who won’t embarrass us,” I know what’s coming:
A quiet six quarters of nothing — followed by the same disaster, now in khakis.
Chapter VIII: The Great Repackaging — When the Same Guy Comes Back with a New Logo and a TED Talk
You know him. You’ve seen him. You may have even accidentally endorsed him on LinkedIn.
He was fired for “strategic misalignment,” escorted out of HQ with a box of branded fleece vests and disappeared just long enough for the litigation to settle. But now — he’s back. With a new logo, a new vocabulary, and a TEDx talk filmed in front of a bonsai tree.
He used to be Chief Vision Officer. Now he’s a Strategic Growth Sherpa.
Last year, he was an implosion. This year, he’s on a podcast called "Leading with Purpose in a Post-Truth Economy." And people are buying it.
Why? Because he’s been repackaged.
He’s done the apology tour — not in a courtroom, but on Clubhouse. He’s got a rebrand kit, a re-lit headshot, and a new personal slogan: “Fail. Learn. Disrupt.” (Note: he only succeeded at one of those.)
He didn’t learn. He didn’t change. He just found a better design firm and a less ethical PR consultant.
And yet — the invitations return. Panels. Roundtables. Advisory gigs. Even board seats.
This is the magic of the executive reset economy. In the world of C-suite amnesia, failure isn’t a bug — it’s a branding asset. A few tears in a YouTube confessional, a ghostwritten Medium post titled "What Burnout Taught Me About Empathy,” and suddenly he’s not the villain. He’s the phoenix.
I’ve watched it happen so many times I could storyboard it.
One former unicorn CEO, after torching $800M in investor capital and alienating half of his staff, resurfaced nine months later with a leadership retreat brand and a wellness app. He now sells “executive resilience” courses for $15,000 a weekend — not including the cacao ceremony.
Another tech founder who publicly mocked his COO on a livestream now coaches Fortune 500 executives on "compassionate confrontation." His testimonials include phrases like "authentic journey,” "radical presence,” and "finally stopped yelling.”
One founder got ousted for creating a frat-house culture so toxic HR was basically functioning as trauma response. Six months later, he’s selling a $99 “digital executive presence” toolkit. His logo? A phoenix made out of feedback forms.
And let’s not forget the crypto exec whose startup collapsed in a haze of NFTs, NFTs of apologies, and an NFT of an apology for the NFTs. He now markets himself as a “Web3 Ethicist.”
Boards fall for it because they want to. They want to believe in redemption. They want to believe there’s wisdom in the wreckage. They want to believe this is the evolved version of the last guy — not the same guy in new glasses.
But let me say this clearly: repackaging is not recovery.
Branding is not healing. Experience is not wisdom unless it includes remorse, repair, and readiness to do it differently.
Real change doesn’t have a Canva deck. It has scars. It has silence. It has a track record that begins not with "I’ve learned," but with "I’ve changed."
And after four decades in the boardroom, I’ve learned to ask one very specific question: What did they lose? Not what they posted. Not what they spun. But what they sacrificed. And always — just before the spin starts, just before the boardroom nods along in exhausted hope — I lean forward and say the four words that send consultants, PR reps, and recovering founders diving under the conference room table: Help me to understand...
Did they give up equity? Did they make reparations? Did they reach out — personally — to the people they harmed? Did they show up, unbranded, unpaid, and unrecognized — just to make things right?
Because if they didn’t? They’re not back. They’re just re-merchandised.
I once watched a CEO accused of multiple ethics violations reappear under a new LLC as a “conscious capitalism evangelist.” I kid you not — his launch event featured artisanal cocktails and a fire pit chat called "Radical Transparency Through Brand Empathy.” He wore a blazer with elbow patches. He quoted Rumi. Nobody asked about the $12 million whistleblower settlement.
So when you see the return of the man in the freshly pressed fleece, take a beat. Look past the logo. Read the footnotes. Check for apologies that name actual people. Check for pay cuts, not just punchlines.
If you see growth, great. If you see glitter — run.
Chapter IX: What Would Frank Do?
You don’t spend four decades in the boardroom without developing a few rules. Some are written. Most aren’t. And the best ones are whispered — during those moments when the PowerPoint crashes, the CEO’s voice cracks, and the room quietly realizes: we are not okay.
That’s when the eyes shift to me. Not because I have the title. But because I’ve seen this movie. And I know when we’re still in the first act… or about to hit the credits with no survivors.
So here it is. The playbook. No buzzwords. No branding. Just what I’ve learned about leadership, redemption, and sanity at the top.
1. Stop confusing charisma for competence. The loudest guy in the room isn’t necessarily the leader. He’s often the distraction. Charisma is sugar — competence is protein. Hire accordingly.
2. Fire faster. If you’re asking whether you should replace the CEO, you already know. The longer you delay, the more you’ll pay — in morale, in market cap, in your own credibility.
3. Never reward drama. Temperamental “brilliance” is usually just ego with a Wi-Fi connection. I’ve seen more companies torched by tolerated tantrums than by bad strategy.
4. Pay for outcomes, not optics. Vision is easy. Results are rare. Structure compensation around measurable impact — not speeches, slides, or trending hashtags.
5. Remember who the job is for. This isn’t about the CEO’s legacy, the board’s prestige, or the consultant’s slide deck. It’s about the people who depend on this company for their livelihoods, their pensions, and their belief that someone, somewhere, is still steering the ship.
6. When the CEO talks, watch the CFO. You’ll learn more from a single eye twitch than a full slide deck. Truth lives in the margins.
7. Stop calling failure 'resilience.' Not everyone deserves a second chance. Not all mistakes are tuition. Some are disqualifying. Learn the difference.
8. Ask better questions. “What keeps you up at night?” is a Hallmark card. Try: “What mistake are you most afraid to repeat?” or “Who on your team tells you the truth?”
9. Look at the org chart, then look behind it. The real culture lives two levels down — in how people behave when the CEO’s not in the room. That’s where the future is being built. Or quietly quitting.
10. Don’t let consultants talk you into a coma. If you can’t explain the compensation plan to a sixth grader — or a senator — it’s too complicated. Or it’s a cover story.
And finally — the rule I live by:
If you can’t say it out loud, don’t sign off. If the plan, the payout, the hire, or the exit strategy needs to be explained in hushed tones or behind closed doors — it’s wrong. Full stop.
I’m not here to impress the room. I’m here to protect it. The shareholders. The people. The legacy. The truth.
Because the room — as broken as it may feel — is still the most powerful place in capitalism. And when it works? It changes everything.
And to every board member — and to all of us: look in the mirror. The easiest thing is to just come clean and tell the truth. The hardest thing is to tell the truth to yourself.
Ask yourself, “Did I do the right thing?” If you have to look away, you didn’t.
Now let’s talk about how.
Chapter X: The Veritas Way
There comes a moment — after the theatrics, after the analyst calls, after the sixth emergency comp committee meeting in a quarter — when a company must decide whether it’s in the business of illusions… or the business of leadership.
That’s where Veritas begins.
Not with templates. Not with trendlines. With truth.
The Veritas Way is not a methodology. It’s a refusal to play dumb.
We don’t build compensation plans to manipulate. We build them to mean something. We don't sugarcoat. We don't triangulate. We don't apologize for bringing the full weight of four decades of boardroom battles, broken charades, and last-minute epiphanies into the room with us.
We start not with pay, but with purpose.
What is this company really here to do? Why should anyone — employee, investor, customer, director — bet their time, money, or name on it? If we can’t answer that, the pay plan is a sideshow.
We don’t chase “best practices.”
We question everything. If the CEO’s bonus is based on meaningless metrics, we burn the plan and start over. If the comp committee can’t defend the grant in plain English, we rewrite it until they can. If the board needs cover instead of courage — we walk away.
We assume the adults are in the room. And if they’re not, we ask why.
We believe boards can lead. We’ve seen them do it. But not when they hide behind lawyers, jargon, or decorum. The Veritas Way pushes past that.
We’re not afraid to make people uncomfortable.
In fact, we expect to. Because every breakthrough — every moment of clarity — lives just beyond the room’s comfort zone. We go there. Respectfully. Relentlessly. Repeatedly.
We don’t use the term "shareholder alignment" lightly.
If you’re building wealth for the top while everyone else is watching the stock tank, that’s not alignment — it’s betrayal.
We don’t do spin. We don’t do smooth. We do clarity.
If you need four slides to explain why the CEO deserves $60 million while laying off 3,000 people — you don’t need slides. You need a mirror.
We speak last, but we remember everything.
We’ve been in this room for decades. We know what was promised. We know who flinched. We know which metrics were invented to save face and which ones actually mattered.
We play long games. In a world obsessed with quarters.
Because real leadership — the kind that saves a company, or builds one to last — is never measured in fiscal increments. It’s measured in trust.
That’s the Veritas Way.
It’s not flashy. It’s not polite. But it’s always real.
In a room full of Board Games, this is how you stop playing.
Epilogue: The Final Word
There’s a moment, usually around 2 a.m., when the boardroom is quiet, the slides are closed, and the corporate armor is off. That’s when the real questions show up.
Did we do the right thing? Did we tell ourselves the truth? Would we be proud of this if it showed up — unvarnished — on the front page tomorrow?
That’s not a governance issue. That’s a human issue.
Because beneath the comp plans and proxy statements, beneath the strategic frameworks and brand architecture, this whole messy miracle of business comes down to one thing: responsibility.
Not performance theater. Not quarterly stunts. Not hope-as-a-strategy.
Responsibility. For the people. For the capital. For the truth.
The Veritas Way isn’t about being right. It’s about doing right. And doing it when no one’s watching - except maybe your conscience, your grandkids, or the ghost of your own younger self.
We live in a world that glorifies visionaries, platform whisperers, and billionaires with TED Talk subscriptions. But the future won’t be saved by charisma. It’ll be saved by character.
By the ones who stay. Who show up when the party’s over. Who look in the mirror and don’t flinch.
The real leaders don’t panic when the stock drops or the Wi-Fi goes out mid-board meeting. They panic when someone says, “We’re doing this because everyone else is.”
They ask better questions. They send fewer emails. They never, under any circumstances, use the phrase 'circle back' unless they are actively in an aircraft.
They know that 'executive presence' is just what you call it when someone wears confidence like cologne. Sometimes pungent. Sometimes flammable.
They don’t build empires out of buzzwords. They build trust by showing up when it’s ugly.
And they never give a standing ovation to a comp plan they don’t understand — or worse, one they do.
That’s who we write this for.
Not the game players. The truth-tellers.
Not the disruptors. The rebuilders.
Not the ones who ask, “What do I deserve?” but the ones who ask, “What am I accountable for?”
To them — and to you — we say thank you.
Now close the deck. Turn on the lights. Pass the motion.
And let’s get back to work — before someone tries to rebrand a bonus as a 'retention-inspired leadership dividend.'
FBG
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PS: If this piece made you laugh, nod in agreement, or mutter “is talking about me? - I’d love to hear from you. Drop me a line at fglassner@veritasecc.com. I personally read and reply to every message—no assistants, no AI, just me (usually with a strong espresso in hand). Whether you’re a physician, nurse, burned-out executive, CEO, CFO, investment banker, activist shareholder, client, board member, consultant, lawyer, accountant, hospital administrator, ex-wife, one of my beloved twin sons, or just a fellow traveler in the great corporate circus, I welcome the conversation.
Thanks!