Update on Proposed Governance Changes Hello, I’m Penny Wirsing, the chair of the FY17 Governance Task Force. I’ll be discussing the upcoming changes that are being shared at the region conferences this spring. This video will allow the information to be more widely distributed and hopefully generate some discussions in your sections. Region Meetings Spring 2017

Setting the Stage The good news We need to evolve In the past 10 years, professional membership almost doubled; collegiate membership has increased >60%; conference attendance has tripled We’ve added virtual and face-to-face professional development, expanded our K-12 programs, grown scholarships and amplified our government relations and public policy efforts We have enjoyed tremendous success, something all of us have worked toward during our time as SWE leaders We need to evolve All of these changes require different volunteer leadership structures and opportunities We can and should be providing more meaningful and relevant leadership opportunities and training to our members Association membership today is rapidly changing – what got us here won’t get us to the next step The current structure has become confusing and difficult to navigate – for not only potential leaders, but also for some of our current leaders We have an opportunity to streamline our bylaws, policies and procedures The good news is that SWE has been incredibly successful in recent years. We’re now at almost 40,000 members and we’ve grown our programs and our influence around the globe. This is great! It’s what we’ve all been working toward and we should be incredibly proud! With that success comes the realization that we need to keep our structure and our leadership opportunities relevant. We’re all aware that today’s ability to network and access information is very different than it was even a few years ago, and many professional organizations are struggling with keeping their members engaged. Many of us have also seen the challenges in filling leadership positions, with some of our members holding multiple roles or holding a position for multiple years, which can lead to burnout. Like it or not, things are changing and we need to change as well. There’s a popular business book on the market entitled “what got you here won’t get you there”, and that’s certainly true for SWE. We have a fabulous opportunity to make some changes that will take our organization to the next level.

What’s Changing In order to provide more meaningful leadership experiences for our members and set ourselves up for success into the future, the following changes are being made: Restructuring to take focus off geography Collegiates become voting members Nominations based on competencies All of this is to be in place by end of FY18. The rest of this presentation walks through these changes in more detail, and addresses the concerns that have been raised. We’re looking to make some key changes that will provide more meaningful leadership opportunities for our members, and to set ourselves up for success into the future. Specifically, we’re restructuring to take the focus off geography – that made good sense when it was implemented but in today’s virtual world, the specific geographic boundaries that were established years ago are no longer as important. We’re also giving collegiate members voting rights, something that has been under discussion for some time now. And all nominations, whether for the Board of Directors, senators or committees, will be based on competencies and not geography. The goal is to have all of these changes ready to implement by June 2018, at the end of that fiscal year. This presentation will go into more detail on the changes, as well as address some of the questions and concerns that have been raised about these changes.

Process to Date In FY15 the Board engaged with McKinley Consultants, to help determine the ideal governance structure and volunteer service model McKinley reviewed data and conducted interviews with active SWE members and, based on this information, proposed a number of recommendations Senators, region governors, board members, and longtime members of SWE worked in subgroups focused on key areas, e.g. Senate responsibilities, Region structure, bylaws All of this collaborative discussion has helped us piece together a high level vision Based on this the Governance Task Force has been working to flesh out details, to be implemented in the coming months/years You may be aware that this process has been going on for several years now. Back in early FY15 the Board engaged McKinley Consultants, who work extensively in the non-profit industry, to look at possible changes. They benchmarked with other organizations and conducted interviews with a number of SWE members with a variety of backgrounds, and developed a number of recommendations. SWE then took those recommendations and in FY16 set up teams of SWE leaders – RGs, Senators, Committee Chairs, Fellows and others – to do a “deep dive” into specific areas to figure out if and how those recommendations might work for us. Some of McKinley’s recommendations we adopted, and some we adjusted to fit where we thought we needed to go. All of that was used to develop a high level vision that was shared with SWE leadership in January 2016. That was a great meeting, and it was really exciting to feel the energy and anticipation in the room as everyone started getting a glimpse of how we might be able to set ourselves up for the future. Based on the outcome of that meeting, a Task Force was formed for FY17 and we’ve been working hard all year to pull together all the pieces. In January 2017 the task force’s proposal was shared with the Senate. This proposal is outlined in the following slides.

Overview of Changes WE16 (October 2016) End of FY17 (June 2017) BY WE17 (October 2017) End of FY18 (June 2018) FY19 (July 2018) Senate Approved amendments Add Strategic Planning process Vote on bylaws for Governance Transition to 21 non-geographic Senators w/3-yr terms elected by all members Regions Transition region conferences Plan to dissolve finances Dissolve permanent Region geographic boundaries Collegiates Become voting members of Society Sections Socialize potential changes Elect last Region Rep Info on transition “Section Support” committee Examine subject matter expert (SME) areas Define revised structure and competencies Training for section/MAL/ Affiliate support Staff up for transition to section/MAL/ Affiliate support Host leadership summits; kick-off revised framework HQ Transitioning with AMS Increase staff for section support Nominating Committee Plan for future increase in work load (Senators, 5 Committee Chairs) 1st vetting of non-geographic Senators Select non-Region committee members Currently there’s a strategic planning committee, separate from the strategic initiatives committee in the Senate. Going forward, the Senate will become the one strategic planning body – basically getting back to their original intent. Also, currently as much as 2/3 of the Senate can turn over in a single year… which makes it very difficult to focus on long-term strategy when you’re spending the first part of the year just coming up to speed. Thus another change is to have 3-year terms so that only 1/3 of the Senators term out each year. And, rather than being selected based on geography, Senators will be selected based on competencies and will be representative of our diverse membership, such as corporations and small businesses, professionals and collegiates, small and large sections, etc. Regions, which are based on geographic divisions, will dissolve. We’ve taken great pains to identify just what the regions have been doing and to retain those activities that add value, albeit through other avenues. For example, HQ will be taking on some administrative roles, things that need to be done but really don’t add to a meaningful leadership experience, for example following up with folks to be sure they’ve submitted their tax returns to IRS. Additional section support will come through committees which I’ll cover in more detail in the following slides. Collegiates will become voting members, something that has been discussed for some time, and should help them integrate into all the various aspects of SWE. Sections will see minimal changes internally, other than the section representative position will be eliminated as there will be no region to report to. I’ll talk more about the “section support” committee on the next slide, but basically this will be a version of today’s Leadership Coaching Committee (LCC) that will be restructured to provide direct support and ensure section vitality. “Section” is in quotation marks as they will also support members at large (MALs) and affiliates. The Nominating Committee will be responsible for vetting and proposing a slate for not only the BOD but also the Senators as well as 5 standing committee chairs (audit, finance, nominating, ethics and bylaws). These committee chairs were added to provide a sense of checks and balances with the BOD.

New “Section Support” Committee Specific Leads for Critical Areas (may eventually become Sub-Committees) Chair/ Chair Elect Groups Individual Leads Coaches Assigned to Sections Content Coaching Section Startup SMEs Section support is one of key areas where we heard loud and clear there needs to be a good, solid hand-off. It’s interesting to note that the TF identified a possible model for section support about the same time as the Professional Excellence team was identifying changes they felt were necessary to better support the sections. As it turns out, we both came at it from different directions but ended up with this same basic model, which you see here. There will be one group who are SMEs, and another group who serve as coaches. The idea is that the coaches would be assigned ~7-10 sections and would be responsible for proactively reaching out to those sections to keep the lines of communication open and to ensure continued vitality. The coaches would pull on SMEs, HQ and other committees as needed depending on the issues. Some coaches will focus on collegiate sections and other will focus on professional sections. There’s still lots more work to be done on this and Karen Roth, Director of Professional Excellence, is working with her team to develop the plans. Collaboration Expert Resources More to come…

SWE Leadership Competencies and Positions Build skills and knowledge Improve competencies Exercise learned leadership skills Changes are intended to create more meaningful opportunities, focusing on competencies and skills BOD/BOT Senate Committee Chair Committee Member Collegiate/Professional Section/MAL/Affiliate Coaching, Mentoring, Sponsorship Business Acumen Leadership Abilities Communication Self Management/ Development One of the main reasons we’re making these changes is to truly offer more meaningful leadership opportunities. We’ve heard that many people have a hard time envisioning what a leadership pipeline would look like without region positions, so we developed a number of examples that outline some possible career paths, as well as the competencies that are needed, and may be developed, in each role. Similar to our careers at work, these pathways build on one another as we progress. Also similar to work, there is no one career ladder that everyone will follow. Suggestions only, not linear (e.g. Senate and/or Committee Chair, in either order)

Example SWE Career Path Collegiate Section Outreach Chair Communication Leadership Abilities Self Management/ Development Professional Section Committee Chair Invent It Build It Volunteer Society Outreach Committee Chair Society Director of Advocacy Business Acumen Coaching, Mentoring and Sponsorship SWE President For more examples, go to governance.swe.org Here is one such career path. This shows a combination of section and committee roles, as well as a short-term volunteer position. This slides shows a possible transition from collegiate to professional, but obviously you could start at any point along this path. It’s not necessary to fill each role in succession, and it’s quite possible to gain some of these competencies through your work or other professional organizations. We’re trying to look at a person’s overall resume rather than simply a “SWE” resume. For more examples, please visit governance.swe.org. Also please keep in mind these are only examples, and numerous such career paths exist. Suggestion only; Collegiate/Professional line is “fuzzy” Collegiate Professional

Communications Existing communication methods will continue Discussions at Senate meetings, RG meetings, WE town halls, All Together highlights, State of SWE, videos and webinars, Twitter, Facebook, governance.swe.org web site, others New “Section Support” Committee of SMEs and coaches to include focus on communication and local contact HQ to add staff by 1Q18 specifically for local relations, 2-way communication WE Locals to include SWE Business meetings/ forums Leadership summits Recognized as valuable experience for incoming officers Some benchmarking done to date, experience varies greatly Director of Professional Excellence to recommend establishing a Task Force to address path forward Another area where the regions currently fill a role is communications, and we need a solid plan for maintaining and improving those communications going forward. As you know, there are multiple methods already in use – face to face and telephone meetings, electronic communications like email blasts and the web sites, etc. In addition, as I mentioned the coaches under Professional Excellence will be focused on ensuring good communications. Look for more information on that in the coming months. I also mentioned that HQ will be adding staff, some of whom will specifically be focused on local relations and 2-way communication. In addition, the WE Locals which are just being introduced this spring will offer opportunities for members to stay updated. Finally, many of you are aware of leadership summits which are held around the regions each fall. Although they vary greatly around the country, the value of those summits has been recognized. Karen Roth, the Director of Professional Excellence, will be recommending a task force to determine if and how we continue with those summits.

Motion Approved by Senate Senate endorses a cohesive and integrated plan as presented which includes the following goals, and directs the Governance TF to work with the bylaws committee to bring amendments to the next in-person meeting: Collegiates shall be granted full voting rights; Terms for senate members shall become 3-years; All nomination and election shall be competency-based without regard for geographic location; Regions shall be dissolved by end of FY18; and Selection of the nominating committee shall be on the basis of competency without regard for geographic location. So, where are we now? An expanded version of this presentation was provided to the BOD and Senate in Austin in late January, and similar to the meeting the prior year, we had some great discussion about what all this means and how it will work. This is a truly cohesive plan that takes into account all that we’ve learned over the past couple of years to provide an integrated path forward, a path forward that the Senate ultimately voted unanimously to endorse. Specifically, collegiates will be granted full voting rights, terms for senators will become 3 years, all nominations and elections will be competency-based without regard for geographic location, and regions will be dissolved by the end of FY18. These are exciting times as we are positioning SWE to be successful now and into the future!

Focus in Coming Months ASPR/Senate (January 2017) BOD3 (March 2017) End of FY17 (June 2017) BOD1 (August 2017) BY WE17 (October 2017) Senate Endorsed governance path forward Stay engaged in process Fully integrate Strategic Planning process Vote on bylaws for Governance changes Regions Identify final Region candidates (1-year term RG) Finalize plans to dissolve finances Assist in various transition efforts Sections Identify final section rep candidates Elect last Section Rep “Section Support” Committee Integrate changes into ASPR Work on revised structure and competencies Finalize revised structure and competencies Hold training for SMEs and coaches Hold training for section/MAL/ Affiliate support HQ Incorporate add’l staff in 3-yr budget Recruit staff for local support Nominating Committee Plan for future workload increase; update procedures 1st vetting of non-geographic Senators Governance Task Force Obtain buy-in on path forward Establish & communicate transition plans Hand off detailed plans, propose bylaws changes PE to oversee implementation through FY18 The Senate’s endorsement was key to be able to focus on everything that needs to be done in the next few months. For example, the bylaws changes need to be drafted and ready to be voted on by the Senate at WE17 in Austin. The Senate, over half of which may be new after July 1, will need to ensure a solid transition to their new members so we don’t lose momentum before the votes this fall. Sections will be electing their last section reps, and five of the regions will be voting in their final region governor who will take office in July for a 1-year term. They are also looking at plans to dissolve their financial assets. The Section Support committee has a lot of work in front of them in the coming year, as they gear up to take on the additional support of the sections. HQ is aware of the additional workload that’s coming their way, and will be incorporating that into the 3-year budget that is being developed in the next couple of months, with plans to add staff in FY18 to provide additional support. And the Nominating Committee needs to update their procedures to incorporate the changes. The TF will spend the next few months developing a detailed plan of just what needs to happen, by when and who will be responsible. This detailed plan needs to be ready to hand off by the end of June when the TF dissolves.

Questions? Please help socialize information within Sections, monitor communications from SWE, stay actively engaged as we progress Post questions and suggestions to governance@swe.org Visit governance.swe.org for history, reference materials, webinars Receive text updates by texting SWE Governance to 56512 on your mobile phone As you can see there’s still much to be done. We encourage you, our members, to stay actively engaged, monitor communications from HQ and raise questions or issues so they can be addressed in a timely manner. We appreciate your interest and your support. For additional information, please go to the governance.swe.org web site or send an email to governance@swe.org. You can also sign up to receive periodic text notifications for governance updates by texting “SWE Governance” to 56512 on your mobile phone. Thank you for your time today.