From 2023 to 2025, the share of S&P 500 companies disclosing AI as a risk jumped from 12% to 83%. But according to company filings, fewer than 3% of directors have AI expertise. And in the same research, just 23% of executives said their board was highly fluent in AI, and a quarter said it had low fluency or none at all. As AI spreads across the business, that leaves a significant gap between what boards understand and what they are required to oversee.

That gap is untenable—and this is what boards need to do to fill it.

If the problem is that boards lack AI expertise, the obvious answer is to recruit directors who have it. Well, yes, but not quite. Boards do need more AI experts, but recruiting experts is not enough to close the gap. There are two reasons for this.

First, AI isn’t siloed. It runs through hiring, pricing, customer service, credit, and operations. There is no single AI agenda item for one expert to own, and every director will vote on matters AI has shaped, whether they realize it or not. Oversight must therefore be distributed across the board, not concentrated in a limited number of expert seats.

Second, expertise is not the same thing as competent oversight. Expertise is what you know about AI; oversight is what you do about it as a director. Expertise is often needed for competent oversight, but it doesn’t guarantee it. For instance, someone can understand exactly how a large language model works without ever asking who in the company is accountable for one, or what an AI agent is allowed to spend.

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