Reprinted with permission from the National Association of Corporate Directors after originally appearing as an online article on May 20, 2026.
For large public company boards, having an evaluation process is not the same as getting value from it. PwC’s 2025 Annual Corporate Directors Survey shows that many directors do not believe their boards’ assessment processes tell them what they need to know. In fact, 78 percent of respondents said their boards' assessment processes don’t capture the full picture of director performance.
Many evaluations focus largely on the mechanics of governance, such as agendas, committee structures, and information flow. However, mechanics do not always indicate whether the board operates at the level the moment requires.
A strong evaluation helps board members answer harder questions: Is time spent discussing the right issues? Does the board have the capabilities the company will need over the next several years? Are boardroom dynamics helping directors make better decisions or are they getting in the way?
Boards should also consider a more fundamental question: Are we using this evaluation to improve performance, or is it assessment theater: directors going through the motions with no discernible benefit?
Effective boards are shaped not only by individual members but also by how those directors prepare, interact, challenge one another, and deal with difficult issues.
Yet, the issues that boards need to confront are usually the hardest to bring to the surface. These include the following:
Another recurring, difficult issue is board refreshment. According to the PwC survey, more than half of director respondents believe at least one fellow board member should be replaced for some reason. Across our work advising boards, many directors tell us they have long recognized the need for a change in composition, but they haven’t known how or felt comfortable enough to address the issue.
The most cited reason boards hesitate to refresh their boards, according to PwC’s survey, is collegiality and personal relationships. The very dynamic that makes boards function—trust built over years of working together—can be what prevents them from making needed changes.
Some assessments of individual directors are not designed to encourage candor. Many boards still approach these evaluations cautiously, worried that they will damage relationships or that the assessment will be seen as a process intended to push someone off the board.
A 2025 Skadden, Arps, Slate, Meagher & Flom publication on board effectiveness noted that these assessments tend to work best when framed as a tool for development, not punishment. That framing matters: When directors understand that feedback is intended to strengthen performance rather than force an exit, they are more likely to engage with it constructively.
Boards can make the process more useful by pairing annual assessments with periodic check-ins by the independent chair, lead director, or governance committee chair so that concerns are addressed before they become entrenched relationship or performance problems.
External facilitation can help, but many boards choose to keep evaluations in-house. Though an outside facilitator isn’t necessary every year, there are moments when independent support can make a real difference: after a strategic shift, during CEO succession, when boardroom dynamics feel off, or when the board needs a candid read that an internal process likely can’t provide.
Boards also should think carefully about whether they get enough management feedback during the evaluation process. According to PwC and The Conference Board’s 2025 survey of C-suite executives, only 32 percent of respondents believe their boards have the right mix of skills and expertise to guide their companies forward. In addition, the survey reveals a growing concern that some directors cross too far into management’s role.
Even when evaluations surface meaningful issues, boards don’t always act on them. Common themes and issues can persist year over year.
To avoid this, directors should ask themselves the following simple questions:
If the answer to the last question is “Not much,” the board may have an action problem more than an evaluation problem. Below are a few practices directors can use to address this:
Evaluations should help boards become more honest about their strengths and weaknesses, and more deliberate about what they need to do next. The value of an assessment is not in the process itself but in whether it helps the board make better decisions, have more candid conversations, and take action where it is needed.
The views expressed in this article are the authors’ own and do not represent the perspective of NACD.
Russell Reynolds Associates is a NACD strategic content partner, providing directors with critical and timely information, and perspectives. Russell Reynolds Associates is a financial supporter of the NACD.
Amy Sampson is a member of the Board Effectiveness practice at Russell Reynolds Associates. She is based in Boston.
Richard Fields is the global leader of the Board Effectiveness practice at Russell Reynolds Associates. He is based in Boston.