Attica Jaques
About Attica A. Jaques
Attica A. Jaques (age 52) has served as an independent director of Brilliant Earth Group, Inc. since 2021. She is currently SVP & General Manager, US Marketing at Ancestry.com (since August 2024). Prior roles include Head of Global Brand Marketing, Consumer Apps at Google (2019–2023), SVP Global Brand Management at Under Armour (2016–2019), and VP Global Marketing at Gap (2013–2016), with earlier marketing experience at Barneys New York and Prada. She holds a Master’s in Strategic Communications (Columbia) and a BA in Sociology (UCLA) and has received recognitions including a Cannes Lion (2021), Black Enterprise Most Influential Women in Business (2019), and Ad Age Women to Watch (2015). She is independent under Nasdaq rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ancestry.com LLC | SVP & GM, US Marketing | Aug 2024–present | Senior commercial leadership in consumer subscriptions and brand marketing. |
| Google LLC | Head of Global Brand Marketing, Consumer Apps | Dec 2019–Apr 2023 | Led brand strategy for consumer apps globally. |
| Under Armour, Inc. | SVP, Global Brand Management | Apr 2016–Aug 2019 | Global brand stewardship. |
| Gap Inc. | VP, Global Marketing | Feb 2013–Jan 2016 | Launched Gap, Banana Republic, Old Navy in international markets. |
| Barneys New York; Prada | Marketing/PR roles | Not disclosed | Luxury fashion marketing experience. |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Mission Advancement Corp. | Director | Current (date not specified) | Public company SPAC; board service disclosed. |
| Smithsonian Museum | Board (prior) | 2015–2020 | Non-profit governance experience. |
Board Governance
- Board class and tenure: Class II director; director since 2021.
- Independence: Board affirmatively determined Ms. Jaques is independent under Nasdaq rules.
- Committees: Audit Committee member; Nominating & Corporate Governance Committee member; no chair roles.
- Financial literacy: Meets Nasdaq “financial literacy” requirement for Audit Committee members.
- Committee activity (FY2024): Audit Committee met 9 times; Nominating & Corporate Governance Committee met 3 times.
- Board attendance: In FY2024, the board met 5 times and each director attended at least 75% of board and relevant committee meetings.
- Board leadership: Chair (Executive Chairman) and CEO roles separated; no Lead Independent Director currently designated.
- Controlled company: BRLT is a “controlled company” under Nasdaq due to voting control by Just Rocks and Mainsail; the company may rely on governance exemptions in the future.
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Annual Board Cash Fees (USD) | $50,000 | $50,000 |
| Stock Awards – Grant Date Fair Value (USD) | $144,551 | $142,257 |
| Total Director Compensation (USD) | $194,551 | $192,257 |
- Director compensation program (structure):
- Annual cash retainer: $50,000; Committee chair retainers: Audit $20,000; Compensation $14,000; Nominating & Corporate Governance $8,000.
- Directors may elect to receive RSUs in lieu of all/part of annual retainers; Retainer RSUs granted at annual meeting and vest by next annual meeting or first anniversary.
Performance Compensation
| Feature | Detail |
|---|---|
| Annual equity grant value | $140,000 in RSUs each year for continuing non-employee directors. |
| Initial equity grant | $140,000 in RSUs upon joining the board (for directors appointed post-IPO). |
| Vesting | Annual RSUs vest on earlier of first anniversary or next annual meeting; initial grants vest on first anniversary; continued service required. |
| Change-in-control (CIC) | All director equity awards vest (and options, if any, become exercisable) immediately prior to a CIC. |
| Options usage | Company has not granted options or similar instruments to service providers since 2021 (directors may hold legacy options). |
No performance-based metrics (e.g., TSR, EBITDA) are disclosed for non-employee director equity; RSUs are time-based.
Other Directorships & Interlocks
| Company/Institution | Role | Committee Roles (if disclosed) | Potential Interlocks/Conflicts |
|---|---|---|---|
| Mission Advancement Corp. | Director | Not disclosed | None disclosed with BRLT’s investors/customers/suppliers. |
| Smithsonian Museum | Prior board | Not disclosed | Not applicable (prior role). |
Expertise & Qualifications
- Global consumer brand and multi-channel retail expertise (Google, Under Armour, Gap) supporting BRLT’s brand, marketing, and international expansion priorities.
- Audit Committee service with financial literacy under Nasdaq—adds to financial oversight depth (not designated as the Audit Committee financial expert).
- Recognitions (Cannes Lion 2021; Black Enterprise 2019; Ad Age 2015) reflect industry leadership in marketing innovation.
Equity Ownership
| Item | As of 12/31/2024 | As of 4/22/2025 |
|---|---|---|
| Unvested RSUs (units) | 56,451 | — |
| Options outstanding (Class A underlying) | 60,711 | — |
| Unvested LLC Interests | 2,889 | — |
| Class A shares beneficially owned | — | 180,536 (1.3% of Class A) |
| Class B shares beneficially owned | — | 27,419 (less than 1% of Class B) |
- Anti-hedging/pledging: Company policy prohibits hedging and pledging of company stock by directors, officers, and employees.
Governance Assessment
- Strengths:
- Independent director with deep consumer/brand expertise; sits on Audit and Nominating & Corporate Governance committees; financially literate under Nasdaq rules.
- Solid engagement: Board met 5 times; committees active (Audit 9; Nominating 3); each director ≥75% attendance.
- Alignment mechanisms: Annual time-based RSU grants ($140k target) and ability to take retainer in RSUs; anti-hedging/pledging policy enhances alignment.
- Watch items / potential risks:
- Controlled company status—board elections/designations influenced by Just Rocks and Mainsail; company could avail itself of certain governance exemptions.
- No Lead Independent Director while Chair is not independent (mitigated by independent committee leadership).
- Director equity fully accelerates on change-in-control (standard but can be perceived as entrenchment risk).
- Compensation structure trend:
- Continued use of RSUs (no new options since 2021); 2024 director equity fair values slightly below 2023, consistent with program formula and market pricing; cash retainer stable at $50k.
- Committee chairs receive additional cash retainers (Audit $20k; Comp $14k; Nominating $8k), supporting workload-based differentiation.
No related-party transactions involving Ms. Jaques are described in the cited sections; the Audit Committee reviews and must approve any such transactions under the company’s policy.
Director Compensation (Detail Snapshot)
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash (USD) | $50,000 | $50,000 |
| Stock Awards – RSUs (Grant Date Fair Value, USD) | $144,551 | $142,257 |
| Total (USD) | $194,551 | $192,257 |
Board & Committee Participation (FY2024)
- Board meetings: 5; ≥75% attendance for each director.
- Audit Committee: Member (Jaques); 9 meetings; independent; financial literacy met (Harris designated financial expert).
- Nominating & Corporate Governance Committee: Member (Jaques); 3 meetings; independent.
Policies Relevant to Alignment and Risk
- Insider Trading / Anti-Hedging / Anti-Pledging: Prohibits short sales, derivatives, hedging transactions, and pledging/margining company securities.
- Clawback: Company adopted a policy to recover erroneously awarded compensation for executive officers under Nasdaq Rule 10D-1 (director equity not specified).