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Jessica Rodriguez

Director at Burlington StoresBurlington Stores
Board

About Jessica Rodriguez

Jessica Rodriguez is an independent director of Burlington Stores, Inc. (BURL), serving since 2018; she is 52 years old and brings deep consumer marketing and media experience from senior leadership roles at Univision Communications Inc. . She holds NACD Directorship Certification, and the Board has affirmatively determined she is independent under NYSE rules . Her current Board term runs to the 2027 annual meeting under Burlington’s phased declassification plan .

Past Roles

OrganizationRoleTenureCommittees/Impact
Univision Communications Inc.Chief Marketing Officer & President of Entertainment2018–2021 Led brand, consumer engagement, and programming strategy
Univision Communications Inc.President & COO, Univision Networks2018–2021 Operated broadcast/cable networks, drove audience reach
Univision Communications Inc.Chief Brand & Impact Officer2021–2022 Stewarded brand initiatives and social impact programs
Univision (various divisions)EVP Programming Scheduling & Marketing; SVP Cable Networks; VP/Station Manager (Univision Puerto Rico)~20 years (prior roles) Built programming and marketing capabilities across platforms

External Roles

OrganizationRoleTenureCommittees/Impact
Vera Bradley, Inc.DirectorSince 2024 Public company board experience; consumer accessories brand exposure
NACDDirectorship CertificationCurrent Formal governance credential

Board Governance

  • Committee assignments: Member, Nominating & Corporate Governance Committee (NCGC) .
  • Committee activity: NCGC held 4 meetings in fiscal 2024 and 4 in fiscal 2023 .
  • Board independence and leadership: 10 of 11 directors are independent; Burlington has an independent Board Chair (John Mahoney) and therefore no Lead Independent Director .
  • Attendance: Each director attended at least 75% of Board/committee meetings in fiscal 2024 and at least 90% in fiscal 2023 .
  • Executive sessions: Independent directors meet in separate executive sessions without management, chaired by the independent Board Chair .
  • ESG oversight: NCGC oversees ESG trends, governance policies, and shareholder engagement; Audit Committee oversees ESG reporting controls .

Fixed Compensation

MetricFY 2023FY 2024
Annual base cash retainer ($)$90,000 $95,000 (raised Feb 2024)
NCGC member cash retainer ($)$10,000 $10,000
Committee chair fees applicable?No (member, not chair) No (member, not chair)
Meeting feesNone None
Fees earned or paid in cash ($) – Rodriguez$100,000 $104,766
PerquisitesNone (independent directors do not receive perqs) None

Notes: Director cash program changes approved Feb 2024 (base retainer and certain chair fees increased to align with peer median) .

Performance Compensation

Equity ElementFY 2023FY 2024
Annual RSU grant value ($)$165,000 (934 RSUs at $176.53 grant-date price) $170,000 (910 RSUs at $186.64 grant-date price)
Vesting scheduleVests May 18, 2024 (service-based) Vests May 23, 2025 (service-based)
Dividends/voting prior to vestNo dividends/voting until vested No dividends/voting until vested
Change-in-control vestingDouble-trigger (only if director ceases service after CIC) Double-trigger (only if director ceases service after CIC)
Options granted to directorsNone None

Notes: Burlington pays the majority of director compensation in stock to align interests; director RSUs are service-based (no performance metrics) .

Other Directorships & Interlocks

ItemDetail
Current public company board(s)Vera Bradley, Inc. (since 2024)
Burlington compensation committee interlocksNone – Committee members had no insider relationships; no cross-board executive interlocks with Burlington executives in FY 2024
Board service limits (policy)No more than three other public company boards; audit committee limit of ≤2 other audit committees unless the Board approves

Expertise & Qualifications

  • Skills matrix indicates experience in Broad-Based Business, Industry, Leadership, Public Company Board, and Sales & Marketing—valuable for off-price retail customer engagement and brand strategy .
  • Career track demonstrates hands-on consumer media operations, programming, and digital/social engagement expertise .

Equity Ownership

MeasureAs of FY 2023 Record (3/28/2024)As of FY 2024 Record (3/26/2025)
Beneficial ownership (shares)4,624 5,534
Shares outstanding (reference)63,864,640 62,989,824
Percent of outstanding<1% (proxy classification) <1% (proxy classification)
Unvested RSUs scheduled to vest within 60 days934 910
Ownership guidelines≥5× annual base cash retainer for non-employee directors
Compliance statusEach non-employee director exceeded the guideline or was in compliance via retention requirement as of fiscal year-end

Policies reinforcing alignment:

  • No hedging or pledging of Company stock by directors .
  • Robust stock ownership and retention requirements until guideline met .

Governance Assessment

Strengths

  • Independence and attendance: Rodriguez is independent and met Burlington’s attendance standards in FY 2024 and FY 2023, supporting effective oversight .
  • Committee role and ESG focus: Active on NCGC, which oversees governance policies and ESG engagement—important for investor confidence in non-financial risk oversight .
  • Compensation alignment: Majority of director pay in stock; RSUs are service-based with double-trigger CIC vesting (no single-trigger), no perquisites, and robust ownership guidelines—reduces agency conflicts and aligns with shareholders .
  • Interlocks/conflicts: No compensation committee interlocks or Item 404 related-party transactions; hedging/pledging prohibited—low conflict risk profile .

Watch items and potential red flags

  • Overboarding risk: Burlington limits service to no more than three other public boards; Rodriguez currently serves on one other public board (Vera Bradley), within policy—monitor for future additions .
  • Ownership level: Absolute shareholdings are small relative to outstanding shares (<1% by proxy classification), though policy compliance is asserted—continued equity retention and vesting should strengthen alignment over time .

Shareholder signals

  • Say-on-Pay support remained solid at ~83% in 2023 and 2024, indicating investor acceptance of compensation practices and governance oversight by the Board and its committees .

Overall, Rodriguez’s marketing/consumer expertise complements Burlington’s off-price strategy, her committee role supports governance and ESG oversight, and her compensation/ownership structure aligns with shareholders with limited conflict indicators based on disclosed transactions and policies .