Janet Rollé
BuzzFeedAbout Janet Rollé
Independent Class II director at BuzzFeed, Inc. since December 2021; age 63. She chairs the Nominating, Corporate Governance, and Corporate Responsibility Committee, and serves on the Audit and Compensation Committees. Her background spans operating and marketing leadership roles across media and entertainment, including CEO & Executive Director of American Ballet Theatre and senior executive posts at Parkwood Entertainment, CNN/Time Warner, BET, AOL, and MTV Networks; she holds an MBA from Columbia University and a BFA from Purchase College (SUNY). The Board has affirmatively determined she is independent under Nasdaq and SEC rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| American Ballet Theatre (ABT) | Chief Executive Officer & Executive Director | Jan 2022 – Jun 2023 | Led a premier performing arts institution through post-pandemic transition. |
| Parkwood Entertainment LLC | General Manager | >5 years (prior to ABT) | Senior operating leadership at a major entertainment management company. |
| CNN (Time Warner, Inc.) | EVP & Chief Marketing Officer | Prior role | Led marketing at a global news brand under Time Warner. |
| BET Networks Inc. | EVP & Chief Marketing Officer | Prior role | Oversaw marketing for leading entertainment network serving diverse audiences. |
| AOL Inc. | Vice President & General Manager | Prior role | General management experience at a large internet services company. |
| MTV Networks Inc. | Vice President, Programming Enterprises & Business Development | Prior role | Programming/business development in youth media. |
External Roles
| Organization | Capacity | Tenure | Committees/Notes |
|---|---|---|---|
| Hallmark Cards, Inc. (private) | Director; Audit Committee member | Since 2021 | Board and audit committee service at a diversified consumer/brands company. |
| Skydeck Acquisition Corporation (SPAC) | Director | Mar 2021 – May 2023 | Then-Nasdaq: SKYA. |
| Carver Bancorp, Inc. | Director | Aug 2010 – Dec 2021 | Public company directorship (company-stated exchange reference). |
Board Governance
- Committee assignments: Audit Committee member; Compensation Committee member; Chair, Nominating, Corporate Governance, and Corporate Responsibility Committee (ESG and senior management succession oversight).
- Independence: Board determined Ms. Rollé is independent; all board committees are composed of independent directors.
- Attendance and engagement: In 2024, the Board met 25 times; Audit (9), Compensation (7), Nominating/CG/CR (4). All incumbent directors attended >75% of Board and applicable committee meetings except one director (Ms. Acharia), indicating Ms. Rollé exceeded the 75% threshold.
- Executive sessions and leadership: Independent directors hold regular executive sessions; the Board utilizes a lead independent director structure.
- Related-party oversight: Audit Committee reviews related-party transactions under a written policy. No related-party transactions were disclosed involving Ms. Rollé.
Fixed Compensation (Non-Employee Director Program; 2024 Actuals)
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual director retainer (cash) | $50,000 | Standard non-employee director retainer. |
| Audit Committee member retainer (cash) | $20,000 | Member (non-chair). |
| Compensation Committee member retainer (cash) | $15,000 | Member (non-chair). |
| Nominating/CG/CR Committee chair retainer (cash) | $25,000 | Chair premium. |
| Meeting fees | $0 | No per-meeting fees paid. |
| Total cash fees earned (2024 reported) | $110,000 | Matches director compensation table. |
Program design notes:
- Equity and cash reviewed periodically by Compensation Committee/Board; no meeting fees; reimburse reasonable expenses.
- Stock ownership guidelines: directors expected to hold shares equal to 5× annual retainer within 5 years (RSUs count); none have been subject for ≥5 years yet.
- Hedging/pledging: prohibited (limited pre-approved pledge exceptions).
Performance Compensation (Director Equity; structure and 2024 grants)
| Element | 2024 Value/Terms | Design Details |
|---|---|---|
| Annual director equity (RSUs) | $119,981 (2024 reported for Rollé) | Company typically grants RSUs; annual non-chair grant sized at $125,000 (audit chair receives $175,000 instead of $125,000). |
| Grant calibration | Grant size translated into shares using 20-day average price; 2024 grant date referenced as September 13, 2024 in footnote. | |
| Vesting | Four equal quarterly installments over ~1 year, service-based (no performance metrics). | |
| Change-in-control | Non-employee director awards accelerate vesting upon a corporate transaction. | |
| Clawback | Awards subject to recovery under company clawback/recoupment policies. | |
| Tax gross-ups | None provided under the plan. |
The director program uses time-based RSUs; no performance metrics are disclosed for director equity grants.
Other Directorships & Interlocks
- Current: Hallmark Cards, Inc. (board; Audit Committee). No disclosed interlocks with BuzzFeed’s competitors/suppliers/customers.
- Prior public boards: Skydeck Acquisition Corporation; Carver Bancorp, Inc.
- Special committee note: A special committee formed in September 2023 comprises Messrs. Coleman (member), Rothstein (chair), and Ms. Acharia; Ms. Rollé is not on this special committee.
Expertise & Qualifications
- Operating and marketing leadership across major media/entertainment organizations (Parkwood, CNN/Time Warner, BET, AOL, MTV).
- Governance/ESG: Chairs BuzzFeed’s Nominating, Corporate Governance, and Corporate Responsibility Committee, with oversight of ESG and senior management succession.
- Financial literacy: Audit Committee member; Nasdaq rules require financial literacy for committee members.
- Education: MBA, Columbia University; BFA, Purchase College SUNY.
Equity Ownership
| Holder | Class A Shares Beneficially Owned | % of Class A | RSUs Outstanding (12/31/24) | Options Outstanding (12/31/24) | Notes |
|---|---|---|---|---|---|
| Janet Rollé | 134,800 | —% | 0 | 0 | Directly held shares; no outstanding director RSUs/options as of year-end. |
Alignment and policy context:
- Stock ownership guidelines for directors: 5× annual retainer within 5 years (RSUs count); compliance status by individual not disclosed; five-year window still running.
- Hedging/pledging: prohibited (limited, pre-approved pledge exceptions); no pledging by Ms. Rollé is disclosed.
Governance Assessment
- Strengths: Independent director with deep operating and marketing experience; chairs the nominating/governance/ESG committee; serves on audit and compensation committees; exceeded 75% attendance; compensation mix balanced between cash retainers and time-vested RSUs; covered by clawback; hedging/pledging prohibited; meaningful share ownership (134,800 shares).
- Watch items: Non-employee director equity accelerates on change-in-control (single-trigger), which some investors view as less performance-aligned; broader governance environment includes high voting concentration (CEO holds ~64% combined voting power), potentially limiting minority shareholder influence—context for all directors. No related-party transactions disclosed for Ms. Rollé.