Director Qualifications & Board Oversight: AI Being Mentioned More Frequently

This study from the EY Center for Board Matters is chock full of interesting proxy season stats – but the one I found among the most interesting is that for the Fortune 100, nearly half mentioned AI in their director qualification disclosures in one form or another (as noted on page 3). That’s nearly double from the year before. The study notes, “The specifics of directors’ experience varied significantly, ranging from CEO of a company undertaking AI growth initiatives, to completing a certification in AI ethics, to serving on the board of an AI company.”

Some companies are including AI proficiency in director skill matrices to provide shareholders with a clear overview of the board’s skills. And a few companies are even disclosing the establishment of AI ethics boards or similar governing bodies responsible for overseeing AI-related topics.

From the 2025 Amazon proxy statement, here is an example of a director bio mentioning a director’s AI expertise:

From the 2025 Lockheed Martin proxy statement, here is an example of a board risk oversight disclosure mentioning AI:

From the 2025 IBM proxy statement, here is an example of disclosure mentioning AI ethics:

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