The following is an excerpt from a conversation that took place at MLR Media’s The Private Company Governance Summit 2025.
SPEAKERS: Jon Ledecky, co-owner, New York Islanders and Bridgeport Islanders; founder, U.S. Office Products; founder, co-founder or initial investor in over 20 companies that eventually became publicly traded; Bill Rock, CEO, MLR Media, which publishes Private Company Director
ROCK: What are the key advantages of being a private company? And how does the governance model differ from what you’ve experienced at public companies?
LEDECKY: In a private company, you have much more latitude to accomplish things behind closed doors. Public companies today face incredible scrutiny. CEOs don’t have much running room anymore. They’re constantly consulting lawyers, accountants and advisors. One of my rules is if a lawyer or an accountant is running your decision-making process, it’s not going to be optimal.
In the private setting, you still have a duty of care and you need to behave like a public company director, especially if you plan to go public one day. But you do get fewer distractions. Public companies deal with litigation, constant visibility and the obsession with stock price, thanks in large part to the iPhone and 24/7 media. CEOs are checking CNBC apps all day. Warren Buffett said he only checks the stock price when he’s selling. That’s wisdom. But young CEOs today live and die by the daily price movement. That’s not healthy for long-term thinking.
I try to mentor younger leaders to focus on what’s in the best long-term interests of the company, not just the next quarter. Algorithms now dominate trading. I’ve seen companies miss analyst expectations by a couple million dollars and their stock drops 27%. That’s not rational. It’s computers dumping shares because of a minor miss. That’s a very different game than we played in the 1990s.
ROCK: In a time of disruption and great uncertainty, what qualities do you think are most essential in a director?
LEDECKY: You need people who have current expertise or can access that expertise. For example, if you don’t have someone in the boardroom who understands AI right now, you’re making a mistake. Back in the 1990s, it was the Internet. I remember pitching the board on a partnership that allowed us also to buy a meaningful stake of another company. We had a chance to buy in early, I was very excited about the technology, and it would be great for our business. But I had a board made up of senior statesmen in the office products industry. The average age was 67 and our lead director was 74. When I explained the business model, he said I don’t think internet thing is going to be around much longer.  And maybe I can get past that, John, but can you please tell the board what is an eBay? Suffice to say, eBay ended up doing pretty well. It’s funny now, but it was a missed opportunity.
That’s why you need functional expertise in the room. If you’re in a consumer business, get someone who knows marketing. If you’re public, get a lawyer or an accountant who can talk shop with your outside counsel. Bring in specialists who can speak the language and provide context. It’s not just about industry knowledge anymore. It’s about the operational lenses you bring into the room.
ROCK: What advice would you give CEOs about how to engage effectively with their boards?
LEDECKY: Avoid the dominator — that board member who talks endlessly and doesn’t let others contribute. It’s a delicate situation. You don’t want to alienate them, especially if they’re a major shareholder or powerful figure. But you can redirect them by offering to meet in advance, have coffee and give them time to air their views privately. That helps clear space for others in the actual meeting.
Also, think of board-building like a puzzle. Each person needs to fit the larger mosaic. CEOs spend a lot of time recruiting talent for the company, but not enough time recruiting the right board. They often go with people they trust instead of people who challenge them constructively.
ROCK: What lessons have you learned while leading searches for CEOs?
LEDECKY: I once led a search for a CEO successor. One candidate had a flawless resume. He spoke glowingly about his family. So, while on a business trip, I called him up and said, “Hey, I’d love a home-cooked meal. I’m on the road a lot.” He invited me to dinner. It was picture-perfect — wife, kids, everything. But when his wife stepped into the kitchen, the eight-year-old leaned over and said, “Daddy hasn’t lived here in a year and a half.”
That was all I needed to know. It was a total charade. That guy would’ve gotten the job if I hadn’t done the extra legwork. The lesson: do your due diligence. Go beyond the recruiting firm. Reference checks aren’t just for resumes. They’re for character.
ROCK: How do you build trust with the organization as a director?
LEDECKY: Walk around. Talk to employees beyond the C-suite. I once received a call from a low-level employee who noticed all our invoices — marketing, sales, consulting — were going to a single residential address in California. It turns out the CEO was funneling money to someone he was in a relationship with. It totaled $8 million. That came to light only because I’d built relationships with the staff. Don’t silo yourself. If you’re on the audit committee, don’t just meet with the CFO. Talk to the controller, the team and the people in the weeds.
ROCK: When a private company is considering going public, what role should the board play in preparing the company — and the leadership team — for that transition?
LEDECKY: Bring in people who’ve done it before. The public markets are relentless. There’s no such thing as flying under the radar anymore. You need directors with scars — people who’ve dealt with activist investors, proxy fights and bad quarters.
And make sure your board isn’t filled with equivocators. “On the one hand, on the other hand…” No. You need people who make clear, informed decisions. A board is like a sports team. You need a goalie and you need someone who can score. If no one shoots the puck, you’re not going to win. I think of Wayne Gretzky’s line: “I skate to where the puck is going, not where it’s been.” Boards need that same mindset.
ROCK: What’s the most common mistake private company boards make — and what can be done to avoid it?
LEDECKY: It’s complacency. Especially in family-controlled companies, where the attitude is “It’s his business, what can I do?” Directors tune out, even when they know something isn’t working. There’s no daily stock price reminding them to pay attention.
Private boards need their own version of term limits. Every three years, ask “Is this director still adding value?” If not, move on. Bring in new voices. The worst thing a board can do is stay static.