Stacey M. Tank
About Stacey M. Tank
Stacey M. Tank, age 43, joined CoreCivic’s Board in March 2025 and is currently CEO of Bespoke Beauty Brands (since September 2023). She previously served as Chief Transformation Officer at Heineken (2020–2023) and held senior roles at The Home Depot (2015–2020), including President of The Home Depot Foundation; she is a fellow at the Aspen Institute and the World Economic Forum and holds a B.S. from Syracuse University . The Board has determined all directors other than the CEO are independent; Ms. Tank is an independent director .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Heineken Company | Chief Transformation Officer | 2020–2023 | Led large-scale transformation programs |
| The Home Depot | Leader of Installation & Measurement Services; President, The Home Depot Foundation | 2015–2020 | Led multi-billion-dollar businesses; philanthropic leadership |
| Our Happy Place (non-profit) | Founder & CEO | Not disclosed | Focus on childhood mental wellness |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| Bespoke Beauty Brands | Chief Executive Officer | Sep 2023–present | N/A |
| Interior Logic Group, Inc. (private) | Board Member | Not disclosed | Audit and Compliance Committees |
| Aspen Institute | Fellow | Not disclosed | N/A |
| World Economic Forum | Fellow | Not disclosed | N/A |
Board Governance
- Independence: All directors other than the CEO are independent; Ms. Tank is independent .
- Committee assignments at CXW: As of the 2025 proxy, standing committee rosters reflect 2024 membership and do not list Ms. Tank; 2025 membership updates were not disclosed, so her committee assignment is not specified .
- Attendance and engagement: In 2024 the Board met 8 times, independent directors held 9 executive sessions; average director attendance ~98%, with each director at least 82% for their committees; Ms. Tank joined in 2025 and will have attendance disclosed in future proxies .
- Executive sessions: Independent directors convene executive sessions chaired by an independent director .
- Overboarding/time commitment policy: Board reviews directors’ outside board service and time commitments; Audit Committee members may serve on no more than two other public company audit committees without Board approval .
Fixed Compensation
| Component (Non-Employee Directors) | 2025 Amounts ($) | Notes |
|---|---|---|
| Board retainer (non-Chair) | 90,000 | Increased from $80,000 in 2024 |
| Independent Board Chair retainer | 120,000 | Increased from $100,000 in 2024 |
| Audit Committee chair retainer | 25,000 | Unchanged |
| Audit Committee member retainer | 10,000 | Unchanged |
| Compensation Committee chair retainer | 20,000 | Unchanged |
| Compensation Committee member retainer | 10,000 | Unchanged |
| Nominating & Governance Committee chair | 15,000 | Unchanged |
| Nominating & Governance Committee member | 7,500 | Unchanged |
| Risk Committee chair retainer | 20,000 | Unchanged |
| Risk Committee member retainer | 10,000 | Unchanged |
| Unscheduled board/committee meeting fee | 1,000 | Per meeting |
- Directors may elect to receive all or part of retainers in RSUs and may defer retainers/fees under the Non-Employee Directors’ Deferred Compensation Plan .
Performance Compensation
| Equity | Grant Value | Vesting | Design/Policies |
|---|---|---|---|
| Annual RSU grant (non-employee directors) | ~155,000 | One-year vesting from grant date | Increased from ~$135,000 in 2024; dividend equivalents payable in cash upon vesting |
| Clawback | N/A (policy) | N/A | Board adopted a broad recoupment policy in Dec 2022 covering directors; bonus/incentive comp may be recouped for fraud/illegal acts/intentional misconduct causing adverse events |
| Hedging/Pledging | N/A (policy) | N/A | Hedging and pledging of Company stock prohibited; none of the Board members or executives are engaged in such transactions |
Note: Director equity awards are time-based RSUs; no performance metrics apply to director RSUs .
Other Directorships & Interlocks
- Public company boards: None disclosed for Ms. Tank in the proxy; Interior Logic Group is private .
- Interlocks: No related-party transactions requiring disclosure since the beginning of the last fiscal year; Audit Committee oversees related-party transaction policy and approvals .
Expertise & Qualifications
- Transformation leadership (Heineken CTO) and large-scale operations at The Home Depot, including supply chain-linked businesses relevant to CoreCivic’s facility operations and reentry programming .
- Non-profit leadership focused on mental wellness (Our Happy Place), aligning with CoreCivic’s rehabilitation/reentry emphasis .
- Audit/Compliance exposure via ILG board service, enhancing governance and oversight skills .
- Education: B.S. in Marketing Management and Television-Radio-Film (Syracuse University) .
Equity Ownership
| Holder | Shares Beneficially Owned (#) | Shares Acquirable Within 60 Days (#) | Total Beneficial Ownership (#) | % of Outstanding |
|---|---|---|---|---|
| Stacey M. Tank | 0 | 0 | 0 | <1% (*) |
| Required shares under Director Stock Ownership Guidelines | 17,928 | — | — | Must be held by March 17, 2030 |
- Ownership guidelines: Directors must hold shares equal to 4x the non-chair retainer, with compliance required within five years of appointment; Ms. Tank’s threshold is 17,928 shares by March 17, 2030 .
- No hedging/pledging permitted under insider trading policy .
Governance Assessment
-
Positives:
- Independence, no related-party transactions disclosed, and strict hedging/pledging prohibitions support alignment and investor confidence .
- Director compensation mix balances cash retainers with equity (~$155k RSUs), creating alignment via mandatory ownership guidelines (17,928 shares by 2030) .
- External audit/compliance experience and transformation background add relevant oversight skills .
-
Watch items / potential risks:
- New director with zero current ownership; alignment will be demonstrated as she accumulates shares toward the 5-year guideline threshold .
- Time commitments: CEO role at Bespoke Beauty Brands and private board service; Board monitors overboarding and time demands per governance guidelines .
- Committee role at CXW not yet disclosed; committee assignment will influence oversight leverage (audit/risk/compensation) .
-
Board context:
- The Board’s 2024 attendance was strong (avg ~98%); independent directors held 9 executive sessions, and all directors at the time attended the 2024 annual meeting; Ms. Tank’s attendance will be disclosed in future filings given her March 2025 appointment .
- Director compensation was updated for 2025 based on peer review and independent consultant input (Exequity), indicating responsive governance on pay .
Appendix: Company Compensation Framework (context)
- Annual say-on-pay vote held; results and 2025 outcomes will be reported via Form 8-K post-annual meeting .
- Compensation risk assessment indicates program design mitigates excessive risk; stock ownership/recoupment policies apply to directors and executives .