Greg Revelle - Director | Cars.com (CARS) Executive Profile & Compensation

About Greg Revelle

Independent director since 2017; age 47. Background spans senior marketing and digital roles across retail and automotive, with an MBA (Harvard Business School) and BA (Princeton University). Current role: CEO & Founder of Revatek; prior executive roles at Cap Hill Brands (Chief Commercial Officer, 2022–2024), Kohl’s (Chief Marketing Officer, 2019–2022), Best Buy (CMO, 2015–2017), AutoNation (CMO, 2012–2014), Expedia (VP worldwide online marketing, 2009–2012), and Credit Suisse (investment banking, 2000–2003) . Revelle is designated independent by the Board; all non‑executive directors are independent under NYSE standards .

Past Roles

Organization	Role	Tenure	Committees/Impact
Cap Hill Brands	Chief Commercial Officer	2022–2024	Led commercial strategy; digital commerce exposure
Kohl’s	Chief Marketing Officer	2019–2022	Analytics‑driven customer engagement and loyalty platform enhancements
Best Buy	Chief Marketing Officer	2015–2017	Retail marketing leadership amid omnichannel transition
AutoNation	Chief Marketing Officer	2012–2014	Automotive retail marketing experience
Expedia	VP Worldwide Online Marketing	2009–2012	Performance marketing and traffic generation
Credit Suisse	Investment Banker	2000–2003	Capital markets foundation

External Roles

Organization	Role	Tenure	Notes
Revatek	CEO & Founder	Current	Private; no CARS related‑party disclosures
Public company directorships	N/A	N/A	No current or past five‑year public boards listed

Board Governance

Committee assignments: Compensation Committee (member); Environmental, Social & Governance (ESG) Committee (member). Chairs: Compensation—Scott Forbes; ESG—Jill Greenthal; all committee members are independent .
Attendance: Board met 5x in 2024; Compensation 6x; ESG 3x. Each director attended >75% of Board/committee meetings; all directors attended the 2024 annual meeting .
Independence and structure: 10/11 directors are independent; separate Chair and CEO; independent chair; executive sessions at every regular Board and committee meeting .
Overboarding safeguards: ESG Committee reviews outside commitments; no director serves as a public company executive officer while on >2 external boards or serves on >4 public boards .
Say‑on‑pay signal: 2024 say‑on‑pay support ~98% (2023: 94%; 2022: 91%), signaling positive investor sentiment toward compensation governance .

Fixed Compensation

Year	Cash Retainer ($)	Committee Chair Fees ($)	Meeting Fees ($)	Total Cash ($)
2024	75,000	— (not a chair)	0 (only if >8 meetings per committee; not applicable)	75,000

Program features applicable to all non‑executive directors:

Annual cash retainer: $75,000; plus $1,000 per meeting only if a committee exceeds eight meetings/year .
Committee chair add‑on: $20,000 cash (not applicable to Revelle) .

Performance Compensation

Grant Date	Instrument	Shares/Units	Grant Date Fair Value ($)	Vesting Terms	Notes
2024‑06‑05	RSUs	8,726	180,017	Vest on earlier of 2025‑06‑01 or day before 2025 annual meeting; eligible for dividend equivalents	Annual director equity grant

Mix: Directors receive time‑based RSUs only; no director PSUs/options; equity sized at target grant date value $180,000 for non‑executive directors .
Stock ownership guidelines: Minimum 3x annual cash retainer ($225,000); must retain ≥50% of shares until meeting guideline; all non‑executive directors are in compliance .

Other Directorships & Interlocks

Company	Role	Committee Roles	Interlock/Conflict Notes
N/A	—	—	No other public company boards disclosed for Revelle in current or prior five years

Compensation Committee interlocks: No member has ever been a CARS officer/employee; no reciprocal board/comp committee interlocks with CARS executives .

Expertise & Qualifications

Technical/industry: Digital transformation, brand positioning, media, customer strategy, analytics; automotive and retail domain experience .
Education: MBA—Harvard Business School; BA—Princeton University .

Equity Ownership

Holder	Shares Beneficially Owned	Stock Units (Deferred RSUs)	Ownership %
Greg Revelle	60,902 (incl. 8,726 RSUs vesting within 60 days)	38,023	<1%

Pledging/Hedging: Insider Trading Policy prohibits hedging, short sales, derivatives, margin, and pledging; company states no pledged shares by directors/officers; directors must pre‑clear trades and abide by windows .
Section 16 compliance: Company reports timely Section 16 filings in 2024 for directors; single late Form 4 related to another officer (Crawford) corrected via Form 5; none cited for Revelle .

Governance Assessment

Board effectiveness: Revelle’s dual membership on Compensation and ESG places him at the nexus of pay governance, succession planning, and sustainability oversight; both committees emphasize independence and annual evaluations .
Alignment: Director pay is modest and equity‑heavy (RSUs), with robust ownership/retention policy; Revelle’s beneficial ownership and deferred RSUs support skin‑in‑the‑game without pledging/hedging risks .
Conflicts/related‑party: No related‑party transactions disclosed for Revelle; Audit Committee actively reviews related‑person transactions and approved arm’s‑length dealings involving other parties (e.g., Ross‑affiliated dealerships), indicating functioning controls .
Attendance/engagement: Meets attendance expectations; presence on two active committees with regular executive sessions suggests engagement and independent oversight .
Investor confidence signals: High say‑on‑pay support and independent consultant engagement (Korn Ferry) for compensation design reinforce governance quality; comp committee interlocks absent .

RED FLAGS

None identified specific to Revelle: no pledging/hedging, no related‑party exposure, no overboarding, strong independence. Continue monitoring for any future external roles that could introduce supplier/customer conflicts with CARS Commerce .

Notes: All data reflect Cars.com Inc. d/b/a Cars Commerce’s 2025 DEF 14A unless otherwise noted.