The Composition of Penn State’s Board of Trustees Needs to Change

A little over a week ago, my annual email from the Penn State Board of Trustees appeared in my inbox, requesting that I cast my ballot for alumni-elected members to the board. It was an email that I had expected because a week or two before that trustee campaign signs started popping up on the streets around Happy Valley. 

Back in the days when the ballots came in the mail, this selection process used to be a semi-enjoyable bit of reading and vetting that made me feel as if I played a very small part, but a part nonetheless, in the governance of a great university. And I will admit, although I’m not proud of it, there was a certain amount of name-recognition ultimately involved in many of my votes. But the point was that I felt I was engaged and making reasonably good choices.

In the last decade, however, this selection process has become an exercise in futility for me. The structure of Penn State’s Board of Trustees, while never a secret, has been discussed at length by so many people in the weeks, months and years after the events of November 2011, that I am usually able to recite its makeup without any reference material. 

Specifically, there are 38 members of the Penn State Board of Trustees (36 of whom have votes) and they are as follows:

• Three ex officio voting members (the Pennsylvania secretaries of education, agriculture and conservation and natural resources)
• Two ex-officio non-voting members (the governor and the president of the university)
• Six members appointed by the governor 
• Nine members elected by the alumni 
• Six members elected by agricultural organizations
• Six members elected by the board and representing business and industry 
• One member elected by the board and representing the student body 
• One member elected by the board and representing the faculty
• One member representing the Penn State Alumni Association (the immediate past president of the Alumni Association)
• Three members elected by the board as at-large choices 

The reason this has become an exercise in futility for me is because we, the alumni, only choose nine of the 36 voting members of the board. Because the alumni-elected members only constitute one-quarter of the voting members of the board it appears to me that the opinions of those alumni members could easily be ignored or minimized, regardless of the worth of those opinions. Granted, that’s not necessarily the case, but it’s certainly possible with the makeup with the board as is. That’s what causes my feelings of futility. This may be one of those times when the old adage, “Ignorance is bliss” might be more conducive to a positive alumni mindset. At least mine.

I was recently talking to a seasoned Microsoft programmer who has to remind his younger counterparts that just because no one is complaining about a piece of software functionality doesn’t mean it’s working. Because Microsoft is able to track error messages and other dysfunctions on its products in real-time, they, in most cases, get instantaneous feedback on their products. The younger programmers default to these statistics when determining which problems to fix. Which is great, and tremendously improves the response time in dealing with software coding issues, but doesn’t at all catch fundamental user unhappiness with a correctly functioning but useless interface.

It’s a situation that describes how I feel about the Penn State Board of Trustees. Students are applying, getting accepted, being housed and fed, attending classes, participating in extracurricular activities and getting degrees. Professors, administrators and staff are being hired, producing work, managing others, getting paid and retiring. Every day the university chugs along. Things are working, so what’s the problem? 

Well, the above functions are the result of management. It’s management that is concerned with the day-to-day operation of Penn State. The trustees, on the other hand, are the governance that sets the strategies and policies of Penn State. Whereas management is concerned with “doing things right,” governance is concerned with “doing the right thing.” 

Which is why, here, in The World According to Hook, I am proposing that the “right thing” is to change the membership of the Board of Trustees.

To do that I need to ask three questions: Who are the stakeholders of Penn State University? Who are the people most likely to do the right thing? And how do we define what the right thing is?

First, who are the stakeholders? Obviously the alumni, and current students by virtue of their pending alumni status, are the largest stakeholders. They are the ones whose association with the university is affected the most by what happens to and at Penn State – both positive or negative.

Next, the citizens of Pennsylvania and the commonwealth itself have some stake in the university since the name “Pennsylvania State University” implies a connection. But this stake is not very large given the state’s current financial distributions to the university. 

A final stakeholder is the faculty and staff of the university. They have some “skin in the game,” as it were, and their personal connection with the university can be affected by what happens to and at Penn State

And that covers the stakeholders.

Second, who are the people most likely to do the right thing? For fans of Harry Potter, in the prequel movie “Fantastic Beasts: The Crimes of Grindelwald,” Albus Dumbledore tells Newt Scamander the following: 

“Do you know why I admire you, Newt? More perhaps than any man I know? You do not seek power or popularity. You simply ask, is a thing right, in itself? And if it is, you do it no matter the cost.”

I think this is a great starting point in our quest for people who will do the right thing for Penn State.

Then third, how do we define what the right thing is for Penn State? In the World According to Hook, the easiest definition is those things that further the purpose of the university. That purpose, as defined by the bylaws of the University, is “a multi-campus public research university that educates students from Pennsylvania, the nation and the world and improves the wellbeing and health of individuals and communities through integrated programs of teaching, research and service.”

So there we have all our criteria. Who the stakeholders are, who will do the right thing, and what is the right thing. Now let’s translate that into action and create a new Board of Trustees!

Because alumni and current students are the largest stakeholders, with the most to gain or lose from the university’s good or bad fortunes, let’s have alumni and student-elected members comprise 80% of the board. This will provide the best opportunity for the university to be responsive to the desires of its lifeblood – those who are and were educated by Penn State. And because the living alumni to student ratio is about 7:1, that will be the ratio of the elected members from these constituencies.

Since the university is an instrumentality of the Commonwealth of Pennsylvania, providing the essential government function of higher education, and receives 4.2% of its total operating budget and 11.1% of its general funds budget from the state’s appropriation, we should allocate 10% of the board seats to members chosen by the state in whatever manner the state chooses. 

Then we should provide 5% of the board seats to the faculty and staff of the University so their voice can be heard in its governance. 

That leaves us with 5% that can be used by the board to identify any constituencies that it may from time to time feel need a voice at the trustee level.

This leads us to the question of how many total Trustees should Penn State have? Having spent decades in nonprofit management, if the members of the governing board are engaged and motivated, the number is not a critical issue. For example, the largest university in the state by budget – the University of Pennsylvania, whose $12.7 billion total operating budget and $3.7 billion academic operating budget exceed Penn State’s $7.7 billion and $2.7 billion respectively – has over 50 members on their Board of Trustees.

In that case, let’s use the ratio of alumni and student members to provide us with an answer here. We want a 7:1 ratio of alumni to students, so 24 trustees from these constituencies means alumni will elect 21 members – seven a year for three-year terms — and students will elect three – one a year for three-year terms. If we assign three board seats to the state, two to the faculty and one to the board for their use in filling a voice, we have a total of 30 trustees, and we hit our percentage goals above almost exactly.

Which results in our new World According To Hook Penn State Board of Trustees:

• Two ex-officio non-voting members (the governor and the president of the university)
• 21 members elected by the alumni. 
• Three members elected by the students 
• Three members selected by the state. 
• Two members selected by the faculty and staff.
• One member elected by the board as an at-large choice.

Because the majority of the board will be held accountable by the alumni of the university, we can feel confident that they will do the right thing and continue the great 167-year legacy of Penn State for many years. And at the same time we will remove the futility some of us feel with the current trustee elections. For the Glory!