Minutes

July 29, 2017


ITVS BOARD OF DIRECTORS MEETING

Hotel Nikko, San Francisco, CA

July 29, 2017

MINUTES


Directors Present: Garry Denny, Pat Aufderheide, Sharese Bullock-Bailey, Lisa Cortés, Delida Costin, Beth Curley (via phone), Andrew DeVigal, Sharon La Cruise, Malinda Maynor Lowery, and Margaret Wilkerson

Directors Absent: Ian Inaba and Bathsheba Malsheen

Staff and Guests Present: Sally Fifer, John Cheng, Pamm Higgins, Jim Sommers, Lois Vossen, Steve Talbot, Karim Ahmad, Daniel Ross, Susan Cohen, and Kirk Vader


CALL TO ORDER AND INTRODUCTIONS

Denny, Chair, called the meeting to order at 9:40 a.m., introduced the members of staff and guests in attendance, and gave opening remarks. He thanked ITVS staff for arranging the Board and staff mixer with ITVS-funded filmmakers the previous day. He then recognized new Board members Costin and La Cruise, who gave biographical introductions.

QUORUM

The Chair took roll call, noted that a quorum of the Board was present, and declared the meeting open for the transaction of business.

APPROVAL OF MINUTES

Bullock-Bailey, Secretary, presented the minutes of the meeting of the Board held on April 8, 2017. Following discussion, on motion by Cortés, seconded by Wilkerson, and carried unanimously:

It Was Resolved, that the minutes of the meeting of the Board held on April 8, 2017 are approved.

AMENDED AND RESTATED ARTICLES OF INCORPORATION

The Board Chair informed the meeting that the Amended and Restated Articles of Incorporation adopted at the last meeting of the Board of Directors was subsequently filed and accepted by the District of Columbia Department of Consumer and Regulatory Affairs.

PRESIDENT’S REPORT

Fifer began her President’s Report by welcoming La Cruise and Costin to the Board. She stated that the goal for the meeting was to solicit the Board’s guidance on FY18 planning. She provided an overview of ITVS’s financial positioning.

She praised ITVS’s Content team for the 15 Emmy award nominations for ITVS films and the Television Governor’s Award, and saluted the Audience Development team for garnering several marketing awards. She reviewed the cross-platform manner in which ITVS films reached audiences, from broadcast premieres (a .62 average rating for the Independent Lens season, its highest ever), online streams (doubled views on PBS COVE), and on the ground (400+ IL Pop-Up events in over 75 markets). The short-form content of Independent Lens Digital Partnerships has also found traction, as the ILDP team placed shorts with 25 outlets, from The Atlantic to Civil Eats, where a video from the film SEED went viral with 2.4 million views.

Fifer then recapped changes in staffing and organizational structure. The Board received a new org chart that reflected enhanced vertical and horizontal growth potential for staff.

She announced that ITVS received a Ford Foundation BUILD grant, a program that strengthens capacity in organizations working on equity and social justice. ITVS is using the BUILD Organizational Mapping Tool (OMT) to determine areas on which to focus this capacity-building grant. Results from the OMT will inform the annual plan for FY18 and sharpen focus on ITVS’s core work and KPIs.

PRESENTATION ON OTT AND ONLINE VIDEO OVERVIEW 

Denny, Board Chair, gave a presentation on current trends in “over the top” (OTT) and online video, as extrapolated from comScore data. The first key takeaway was that OTT has become a mainstream behavior, led by well-known content services (e.g. Netflix, Hulu, Amazon, and YouTube) that reach 51 million U.S. homes. The second finding was that OTT consumption patterns depend significantly on household profile—one third of OTT households are cordless and 52% of those are streaming-only. Cord-cutting households are the most intense viewers of OTT content, consuming over 81 hours of content per month. The study also showed that the next wave of content options will shape the landscape for years to come. Skinny bundle services (e.g. Sling) have high engagement rates and, if services such as these expand their reach, they can become major platforms for audience attention.

Denny revealed some network TV apps that are beginning to penetrate OTT households—how they transition to the medium could determine the future of television. He concluded by reminding the Board that public television still universally accessible and provides service to people who can’t get television by other means.

PRESENTATION ON OVEE

Sharan Sklar, Director, OVEE Business Development & Operations, and Chi Do, Director of Engagement & Impact, gave an update on ITVS’s OVEE social television platform. Do began by describing the Engagement team’s long history of reaching new educational audiences on the ground via Indie Lens Pop-Up (formerly Community Cinema) and the Community Classroom initiative. Sklar then recapped OVEE’s history of gathering additional educational audiences online via virtual class trips and classrooms, as well as teacher trainings.

Sklar and Do then described a new OVEE partnership with PBS Education, which will reach the two million plus users of PBS Learning Media, strengthen efforts for public media adoption of OVEE, and amplify audience development and impact activities. The OVEE and Engagement teams had already participated in the PBS Digital Innovators Summit, and co-presented OVEE screenings of ITVS films The Bad Kids and Newtown to begin cementing this partnership. Do concluded by explaining how this partnership would expand audiences, increase ITVS visibility, and potentially generate new revenue (via OVEE service packages).

In reply to a Board question about competition in the webinar platform space, Do and Sklar replied that other platforms do not focus on engagement and often have poor video quality, which make them less appealing to filmmakers. The strength of OVEE in this space is the level of engagement—an average of 82 minutes spent on the platform per participant, and real-time metrics that show viewer responses to content.

PRESENTATION ON AMERICAN UNIVERSITY AUDIENCE STUDY

Following a break for lunch, Aufderheide, Jim Sommers, Senior Vice President of Content, and Pamm Higgins, Vice President of Audience Development, gave a presentation on the American University Audience Study “ITVS Programs and American Realities.” Aufderheide stated that study found that ITVS films cover the social issues most important to the American people, with significant overlap between the content of ITVS films and a nationwide Gallup poll measuring the “most important problem” faced by Americans (from a May 2017 poll). The study showed that the last ten years of ITVS programming reflected the geographic diversity of America—a strong majority of states are represented, and 28% of films reflected communities from rural America. The study also found ITVS films are inclusive of the full gender and racial diversity of the United States—ITVS documentaries’ lead characters/narrators are often women, African-Americans, youths, Latinos, and Native Americans.

Higgins added that the study gives ITVS a new analytical framework that supports its mandate of bringing diversity of all kinds to public media. With the “ITVS Programs and American Realities” to use as a resource, ITVS is able to benchmark its work against national polls and census data. To a question from Denny about how the study is being covered in journalism outlets, Higgins replied that an op-ed had been published in Current and that the full report was also available on itvs.org.

REPORTS ON OPERATIONS

The following persons gave individual reports on the operations of the corporation: Jim Sommers, Senior Vice President of Content, Pamm Higgins, Vice President of Business and Audience Development, Lois Vossen, Independent Lens Executive Producer, Steve Talbot, Producer, Karim Ahmad, Senior Digital Content Strategist, and Daniel Ross, Director of Digital Projects.

Vossen and Talbot presented on Independent Lens. Vossen began by describing the desire for Independent Lens content to reach younger, more diverse audiences beyond broadcast via IL Digital Partnerships, for which Talbot is the producer. She then introduced and showed material from the upcoming Independent Lens films Dolores, I Am Another You, Served Like a Girl, No Man’s Land, and ACORN and the Firestorm.

Talbot followed with a report on recent highlights from IL Digital Partnerships. In two years, ILDP generated 110 placements of 80 unique pieces on 25 different publications and platforms. Highlights have included a commissioned series with Newtown filmmaker Kim Snyder to do three original follow-up stories that were placed on Salon and People, an excerpt from SEED on the food blog Civil Eats that was shared virally, a “Guns on Campus” update from the film Tower that ran as a news story on PBS NewsHour, and an ambitious, three-part original collaboration around The Hanging with a filmmaker and public radio reporter in cooperation with UNC TV and Radio. These efforts helped Independent Lens build audiences for the broadcast series.

Ahmad and Ross presented on the short-form Independent Lens strand Storycast. Ahmad began with a review of the digital content landscape and consumption trends. He noted that broadcast and pay subscription numbers continue to decline amongst boomers and millennials, while YouTube plays the biggest role in nonfiction content online. He reviewed PBS Digital’s substantial growth in the last three years, with strong numbers among young and diverse consumers in the YouTube space. Ahmad then reviewed the digital content pipeline from the most recent Digital Open Call and showed clips of two upcoming Storycast projects, Pops and Iron Maidens.

Ross recapped the Storycast launch plan for September 2017 and audience development strategy in the coming years. For the first batch of Storycast content, the emphasis was on delivering Storycast content to market, gathering actionable audience demographic data and behavior insights, establishing brand awareness among target audiences, and building a subscriber base. The audience development team planned to measure Storycast by these metrics: video views, average completion percentage of episodes, subscribers, and views by those subscribers. He concluded by listing the premiere windows for Storycast premieres The F Word, Iron Maidens, Divas of Karachi, and Pops.

FINANCE COMMITTEE REPORT

Cortés, Chair, gave a report on behalf of the Finance Committee. She reviewed the budgets and variances for the first nine months of FY17, which confirmed the organization was in a fine financial position. With Shiro, she recapped the slight variances to the budget and thanked Cheng for his attention and stewardship.

EXECUTIVE SESSION

All staff and guests left the meeting at this time, with the exception of Fifer and Cheng, and the Board then met in executive session.

RATIFICATION OF PAST ACTIONS

The Chair noted that the Board has reviewed and considered all of the activities of the corporation and actions by its directors and officers since the last meeting of the Board. Based on this review and consideration of the activities of the corporation and the actions of the officers and directors, upon motion made by Costin, seconded by Wilkerson, and carried unanimously:

It Was Resolved, that all of the known acts of the officers and directors of the corporation taken since the last meeting of the Board on behalf of the corporation are adopted, ratified, and approved; and

Further Resolved, that the officers and directors of the corporation are authorized and directed to perform all such acts, deeds, and things and execute all such documents and other writings as may be required to give effect to the true intent of this resolution.

PROPOSED AMENDMENTS TO BYLAWS AND BOARD POLICES & PRACTICES 

The Chair advised that it was appropriate for the Board to review and discuss proposed revisions to the corporation’s Bylaws and the Board Policies & Practices document. Copies of the proposed revisions of each were provided to all directors present, and the Chair advised the electronic copies of the same would be provided to all directors following the meeting.

The Chair discussed that the current Bylaws were last revised in 2009 and the Board Policies and Practices document was last revised in 2010. The Board Chair provided an overview of the main points addressed by the proposed revisions, including updates to reflect the actual, current practices of the corporation and the Board of Directors, revisions necessary to comply with the District of Columbia Non-Profit Corporations Act, and a proposal to revise the Board of Director’s three regular meetings to align with the corporation’s fiscal year. 

The Chair then invited a discussion and debate on the proposed revisions to the Bylaws and the Board Policies and Practices document. Following discussion, the Chair invited all of the directors to review and provide feedback or further suggested revisions following the meeting, and the Chair advised that after receiving feedback from the directors, the Executive Committee would review the additional proposals and comments and submit the finalized proposed revision for vote by the Board at the next meeting of the Board of Directors. 

CONCLUSION OF EXECUTIVE SESSION 

At 4:40 p.m., the Chair announced the conclusion of the Executive Session and invited the remaining staff and guests back into the meeting.

ADJOURNMENT

There being no further business, the meeting was adjourned by the Chair at 4:55 p.m.

             

___________________________

Sharese Bullock-Bailey, Secretary