As we ramp up for The Private Company Governance Summit 2026, which will take place June 10-12 in Washington, D.C., we are speaking to our panelists to get a bit of insight on the topics they will be discussing at the event. Today, we speak with Steven G. Mahon, chair of Summit Brewing Co., about the subject matter of “Preparing for the Next CEO: What Every Board Should Know,” the session he will be participating in at PCGS 2026.
Private Company Director: For private and family companies, how often do you think CEO succession should be discussed at board meetings? What factors should those discussions consist of and who needs to be involved?
Mahon: In addition to fully exercising its fiduciary obligations, CEO succession (selection/supervision) is a primary obligation of directors and should always be front-of-mind. Good corporate oversight indicates that some level of succession discussion should occur at every regularly scheduled board meeting. While a quarterly deep dive may not be a good use of the board’s time, splitting review and planning over the course of the board year and varying the depth of the reviews can be efficient and keeps succession issues current.
For example, assuming a board has four regularly scheduled meetings per year, the following schedule should be considered:
- Meeting 1: General overview of the CEO and C-suite executives.
This should include:
- Performance to date.
- Individual development goals, set and met.
- Promotion potential as an in-house candidate (e.g., Is the CFO a CEO candidate?).
- Other in-house candidates to fill CEO and C-suite roles, as well as external candidates.
You can do this efficiently in 15 to 20 minutes with a standard template.
- Meeting 2: Deep-dive review of the CEO (both the incumbent and an ideal future CEO). Ideal action items include:
- Setting development goals (if applicable) and reviewing prior goal achievements.
- Reviewing in-house candidates and the skills they need to develop.
- Reviewing external candidates.
This is separate from an annual performance review for compensation purposes.
- Meeting 3: Update of the CEO and C-suite executives overview performed in Meeting 1.
- Meeting 4: Update of the CEO deep-dive performed in Meeting 2.
There are myriad factors for the board to consider when reviewing CEO succession, including, but not limited to:
- The specifics of the industry.
- The current CEO’s preferred timeline.
- The current CEO’s ability to meet performance expectations.
- Whether the CEO is a founder.
- Family members or C-suite executives who “expect” to become CEO (echoes of Succession!).
- Whether this is an orderly or emergency transition.
- The timing requirements of an external hire.
A very useful exercise to guide the board is the preparation of a draft “job posting” that doesn’t take into account the current CEO’s skills or performance, but is a list of the attributes a “best-in-the-world” CEO would bring to the job, both for the current needs of the business and for the next five years, aligned with the strategic plan.
These discussions are best conducted during an executive session with all the directors and the CEO. The CEO should lead the discussion of other C-suite executives. During the CEO discussions, the CEO should be present initially, as the CEO’s input, wishes and opinions on internal and external candidates will be invaluable. The board should then excuse the CEO from the executive session and continue the discussion in an executive session with only independent directors present.
To hear more from Steven G. Mahon, register today for The Private Company Governance Summit 2026.