Margaret Jenkins
Citi TrendsAbout Margaret L. Jenkins
Independent director since 2017 (age 73). Background in advertising and marketing; former Chief Marketing Officer at Denny’s and El Pollo Loco, with prior management roles at Taco Bell Corp. and PepsiCo International Foodservice. Former public company director at PVH Corp. (2006–2014) and Kohl’s Corp. (2021–2024; Audit Committee). Currently chairs Citi Trends’ Nominating & Corporate Governance Committee and serves on the Audit Committee; confirmed independent; attended at least 80% of eligible board and committee meetings in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Denny’s | Chief Marketing Officer | Not disclosed | Marketing leadership and brand experience |
| El Pollo Loco | Chief Marketing Officer | Not disclosed | Marketing leadership and brand experience |
| Taco Bell Corp. | Management positions | Not disclosed | Consumer marketing/management experience |
| PepsiCo International Foodservice | Management positions | Not disclosed | Consumer marketing/management experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| PVH Corp. | Independent Director | Jun 2006–May 2014 | International apparel manufacturer/retailer |
| Kohl’s Corp. | Director; Audit Committee member | May 2021–May 2024 | Omnichannel retailer; Audit Committee service |
| Prisma Health–Upstate | Former Chair; Foundation Board member | Not disclosed | Large healthcare provider; ongoing foundation board seat |
| American Board of Surgery | Public Director | Recently appointed | Governance/Public Director capacity |
| NACD Carolinas Chapter | Board member | Not disclosed | Director education/standards |
| Current other public company boards | — | — | 0 current public boards per CTRN proxy |
Board Governance
- Committees (current and planned after the 2025 Annual Meeting): Jenkins is Chair, Nominating & Corporate Governance (NCGC); member, Audit Committee. Audit Committee oversees financial reporting, internal controls, cyber and data risk, and related-party transactions; NCGC oversees governance, director independence, succession, ESG, and stakeholder engagement .
- Independence: Board affirmatively determined Jenkins is independent under NASDAQ/SEC standards .
- Attendance: Each current director nominee attended at least 80% of eligible board and committee meetings in 2024 .
- Executive sessions: Independent directors meet regularly in executive session without management present .
Fixed Compensation
| Component (FY 2024) | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee directors) | $71,400 | Paid quarterly; prorated if partial year |
| Chair retainers | Lead Independent Director: $21,250; Audit Chair: $10,200; Compensation Chair: $6,800; NCG Chair: $6,800; CSR Chair: $6,800; Finance Chair: $6,800 | Role-based additional annual retainers |
| Meeting fees | None disclosed for standard meetings | Company reimburses reasonable out-of-pocket expenses |
| Margaret L. Jenkins — FY 2024 Director Compensation | Amount ($) |
|---|---|
| Fees Earned in Cash | 77,050 |
| Stock Awards (grant-date fair value) | 65,248 |
| Total | 142,298 |
Performance Compensation
| Equity Award Detail (FY 2024) | Grant Date | Shares/Units | Grant-Date Fair Value | Vesting |
|---|---|---|---|---|
| Restricted Stock Award | Jun 20, 2024 | 3,011 shares | $65,248 | Vests on first anniversary of grant date |
| Director equity program (all non-employee directors) | — | Fixed-value restricted stock | ~$65,238 typical grant value | Annual grant; one-year vesting |
- No director-specific performance metrics (e.g., TSR/EBITDA gates) tied to director equity awards disclosed; awards are time-based restricted stock .
Other Directorships & Interlocks
| Company | Overlap/Interlock | Potential Conflict |
|---|---|---|
| Kohl’s Corp. (prior) | Retail sector experience; Audit Committee service | Prior service only; no current public boards disclosed |
| PVH Corp. (prior) | Apparel/retail experience | Prior service only; no current public boards disclosed |
No related-party interlocks or transactions involving Jenkins are disclosed; Audit Committee oversees any related-party transactions .
Expertise & Qualifications
- Deep consumer marketing leadership (Denny’s, El Pollo Loco) with prior roles at Taco Bell and PepsiCo International Foodservice; experienced public-company board member (PVH, Kohl’s; Audit Committee at Kohl’s) .
- Governance leadership: Chair of NCGC; NACD Carolinas Chapter board; appointment as Public Director to American Board of Surgery .
- Audit Committee service and understanding of financial oversight, cyber/data risk .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Unvested Restricted Stock (as of Feb 1, 2025) |
|---|---|---|---|
| Margaret L. Jenkins | 14,886 | <1% | 3,011 shares |
- Stock ownership guidelines: Non-employee directors must own shares equal to 3x annual cash retainer; progress expected within five years from Jun 10, 2022 (or later date upon becoming subject). Until meeting guidelines, must retain 75% of shares received from the Company; hedging, short-selling, and pledging prohibited for directors, officers, and employees .
Governance Assessment
- Board effectiveness: Jenkins provides seasoned consumer marketing and governance oversight; chairs NCGC and serves on Audit, aligning with CTRN’s focus on retail execution and governance rigor .
- Independence and engagement: Affirmed independent; attendance at least 80% in 2024; independent directors meet in executive session regularly, supporting robust oversight .
- Compensation alignment for directors: Balanced cash/equity structure with modest chair retainers; one-year vesting on restricted stock promotes alignment without short-termism; no director performance gates disclosed (common practice for directors) .
- Ownership alignment: Beneficial ownership of 14,886 shares; guidelines require 3x retainer and 75% retention until compliance; prohibition on hedging/pledging mitigates misalignment risk .
- Red flags and conflicts: No Jenkins-specific related-party transactions disclosed; Audit Committee oversees any such matters; no pledging allowed; say-on-pay support historically strong (97%/96%/98%), indicating investor confidence in overall governance and pay practices .