Elizabeth Saravia
About Elizabeth Saravia
Elizabeth Saravia (formerly Elizabeth Hendricks) is an independent director of CuriosityStream Inc. (CURI) and has served on the Board since October 2018. She previously served as CEO of Legacy CuriosityStream (Aug 2013–Jun 2018) and President of Curiosity Studios (Jun–Oct 2018), and is currently President of Hendricks Factual Media; she holds a B.A. in History from Princeton University . She is age 42 per the 2025 proxy director roster and is slated as a Class I director with a term expiring at the 2027 annual meeting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Legacy CuriosityStream | President & CEO | Aug 2013 – Jun 2018 | Took Legacy CuriosityStream from incubation to launch |
| Curiosity Studios (in-house production) | President | Jun 2018 – Oct 2018 | Oversaw in-house production function |
| Hendricks Investment Holdings, LLC | Vice President | Dec 2012 – Aug 2013 | Investment/holding responsibilities |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Hendricks Factual Media (HFM) | President | Current | Family affiliate; 5% holder via HFM is disclosed elsewhere |
| John and Maureen Hendricks Charitable Foundation | Trustee | Since 2006 | Non-profit trustee; >$35mm charitable contributions (aggregate) |
Board Governance
| Item | Details |
|---|---|
| Independence status | Board has determined Saravia is independent under NASDAQ Rule 5605(a)(2) (Board considered family relationships and prior employment) |
| Board classification/term | Class I; term to 2027 annual meeting (3-year staggered board) |
| Committees | Compensation Committee member (Chair: Patrick Keeley) • Nominating & Corporate Governance (NCG) Committee member (Chair: Matthew Blank) |
| Attendance | Board met 7x in FY 2024; no director attended <75% of Board/committee meetings; all directors attended last year’s annual meeting |
| Shareholder support (most recent Saravia election) | 2024 Annual Meeting: Votes For 27,329,876; Withheld 1,901,467; Broker non-votes 8,295,309 |
| Family relationships | John Hendricks (Chair) is father; Andrew Hendricks (director) is brother |
| Hedging/pledging policy | Hedging/shorts/derivatives prohibited; pledging or margin requires advance approval from General Counsel |
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Annual cash retainer | $50,000 | $50,000 |
| Committee member fees | $13,500 per committee (not chair); Saravia served on two committees (Compensation and NCG) | $13,500 per committee (not chair); Saravia served on two committees |
| Committee chair fees | N/A (not chair) | N/A (not chair) |
| Total cash fees (as reported) | $77,000 | $77,000 |
Performance Compensation
| Award Type | Grant Date | Shares Granted | Vesting | Grant Date Price / Fair Value |
|---|---|---|---|---|
| RSU (Director annual grant) | Mar 10, 2023 | 54,804 | Vested Mar 10, 2024 | Closing price $1.41; Stock Awards value $77,274 |
| RSU (Director annual grant) | May 8, 2024 | 57,000 | Vested May 8, 2025 (settlement on/within 30 days) | Closing price $1.15; Stock Awards value $66,125 |
| Non-employee director award cap | Compensation year cap: cash + equity not to exceed $500,000 (grant date fair value basis) | — | — | Policy term per Omnibus Incentive Plan |
Notes:
- Non-employee director equity awards are time-based RSUs under the Omnibus Incentive Plan; no performance metrics disclosed for director awards .
- Comp Committee uses Willis Towers Watson as an independent advisor; the committee determined no consultant conflicts .
Other Directorships & Interlocks
| Company | Exchange/Ticker | Role | Committee Roles | Notes |
|---|---|---|---|---|
| None disclosed | — | — | — | No other public company directorships disclosed in biography |
Compensation Committee interlocks and insider participation disclosure notes that Saravia previously held executive roles at Legacy CuriosityStream (2013–2018) and that members of the Compensation Committee or their families had interests in related-party transactions, as detailed in the related-party section .
Expertise & Qualifications
- Founding/executive experience launching Legacy CuriosityStream (content/media strategy, production operations) .
- Governance experience on Compensation and NCG Committees; NASDAQ independence determination despite family relationships .
- Non-profit governance (Trustee since 2006) and media ownership/management via HFM .
Equity Ownership
| Holder | Directly Owned Shares | Unvested/To Vest (as of Apr 8, 2025) | Total Beneficial Ownership | % Outstanding |
|---|---|---|---|---|
| Elizabeth Saravia | 76,785 | 57,500 (vesting May 8, 2025) | 134,285 | 0.2% (of 56,930,262 shares) |
Additional notes:
- No options disclosed for Saravia; ownership disclosure does not indicate any pledged shares .
- Company policy restricts hedging/derivatives and requires pre-approval for pledging .
Related Party Transactions (Conflict Review)
- Office Sublease: The Company sublets a portion of its office space to Hendricks Investment Holdings LLC, an affiliate of directors John Hendricks, Andrew Hendricks, and Elizabeth Saravia; related-party sublease rental income: $19,594 (2024) and $28,495 (2023). Deferred rent receivable: $79,894 (2024) and $86,678 (2023) .
- Investor Rights Agreement: Board composition rights for Sponsor (origin of two Sponsor Directors); not directly tied to Saravia’s seat, but relevant to overall board independence dynamics .
Governance Assessment
Key findings
- Independence and committee service: The Board determined Saravia is independent under NASDAQ rules and she serves on Compensation and NCG committees (not chair). Attendance thresholds were met in 2024, and all directors attended the prior annual meeting—positive engagement signal .
- Ownership alignment: Saravia’s beneficial ownership is 134,285 shares (0.2%), with 57,500 RSUs that vested May 8, 2025. No options or pledging disclosed, and company policies restrict hedging/pledging—moderate alignment given small absolute stake for a controlled company .
- Compensation structure: Director pay is balanced between cash retainers and time-based RSUs; no performance metrics are attached to director awards, which is standard for U.S. small-cap governance but provides limited performance linkage. External comp consultant (WTW) engaged with independence affirmed .
- Shareholder support: In 2024, Saravia received 27,329,876 votes for and 1,901,467 withheld—indicative of solid, though not unanimous, support during a year with corporate actions (reverse split authorization) .
RED FLAGS
- Family ties and related-party exposure: Saravia is the daughter of the Board Chair and sister to another director, and is affiliated with an entity (Hendricks Investment Holdings LLC) involved in a related-party office sublease with the Company (though amounts are modest). This elevates perceived conflict risk, particularly with her service on the Compensation Committee, despite the Board’s independence determination .
- Compensation Committee interlocks: The proxy discloses prior executive service by Saravia at Legacy CuriosityStream and notes that committee members or their families had interests in related-party transactions. While disclosed and evaluated, investors may scrutinize compensation decisions and oversight rigor under this structure .
Signals for investors
- Positive: Independence determination, consistent meeting attendance, clear committee roles, use of independent compensation advisor, and prohibitions on hedging/pledging .
- Caution: Controlling shareholder dynamics and family relationships on the Board and committees, plus ongoing related-party lease arrangement, require continued monitoring for potential influence over governance and pay decisions .