Mark Tebbe
Enova InternationalAbout Mark A. Tebbe
Independent director at Enova International, Inc. since October 1, 2014; age 63. Adjunct Professor of Entrepreneurship at University of Chicago Booth since 2011, former operating executive at Lake Capital, and serial technology entrepreneur (Lante Corporation; Techra Networks; co‑founder, Vice‑Chairman and Lead Director of Answers Corporation, Nasdaq‑listed in 2005 until sale in 2011). BS in Computer Science from the University of Illinois at Urbana/Champaign; extensive technology and public-company board experience cited as qualifications.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lante Corporation | Chairman; founder | 1984–2002 | Technology consulting leadership; scaled digital services firm |
| Techra Networks | Founder and Chairman | 2002–2008 | Helped companies leverage technology for business results |
| Answers Corporation | Co‑Founder, Vice‑Chairman, Lead Director (Nasdaq listing 2005) | 2004–2011 | Public-company governance; oversaw growth to sale to Summit Partners portfolio company |
| Lake Capital | Operating Executive | 2008–2011 | Private equity operating role |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| University of Chicago Booth School of Business | Adjunct Professor of Entrepreneurship | 2011–present | Educator; ecosystem engagement |
| World Business Chicago – Innovation & Venture Council | Chairman | Current | Leads council of technology leaders to drive growth in Chicago tech |
| Consulting to American Express, Dell, Microsoft | Consultant to executive management | Various | Strategic technology/business advisory engagements |
| National Park Service, United Nations, World Economic Forum | Advisor/Consultant (non‑profit/public) | Various | Mission-driven advisory engagements |
Board Governance
- Independence: Board determined Mark Tebbe is “independent” under NYSE standards; nine of ten directors are independent.
- Committee assignments: Member, Management Development & Compensation Committee (with Daniel R. Feehan (Chair) and Gregg A. Kaplan). Not a member of Audit or Nominating & Corporate Governance Committees.
- Committee activity: Compensation Committee met five times in 2024; Audit Committee met five times; Nominating & Corporate Governance met three times.
- Attendance: The Board held five meetings in 2024; each director attended at least 75% of Board and applicable committee meetings; all directors attended the 2024 annual meeting.
- Engagement architecture: Independent directors hold executive sessions at least with each regular Board meeting; Lead Independent Director (James A. Gray) presides and acts as liaison.
Fixed Compensation
| Component | Detail | Period/Date | Amount |
|---|---|---|---|
| Annual cash retainer (non‑employee directors) | Standard structure: $100,000; plus $30,000 for Lead Independent Director and Audit Chair; $25,000 for Compensation Chair and Nominating & Corporate Governance Chair (cash, paid quarterly) | Policy (2024) | $100,000 base; role premia as applicable |
| Fees earned (Mark Tebbe) | Cash paid in 2024 | FY2024 | $87,500 |
| Annual equity grant (non‑employee directors other than Corby) | RSUs valued at $170,000; number based on 45‑day average price; fully vest 12 months from grant; CoC single‑trigger acceleration | Granted May 8, 2024 | 2,754 RSUs; $172,400 grant-date value |
| Total director compensation (Mark Tebbe) | Cash + RSU value | FY2024 | $259,900 |
Notes:
- RSU vesting: 12 months; unvested RSUs accelerate upon change‑in‑control prior to end of service (single‑trigger).
Performance Compensation
Directors do not participate in performance‑based cash incentives; equity grants are time‑vested RSUs without explicit performance metrics (distinct from NEO program).
| Metric | Target | Outcome | Impact on Director Pay |
|---|---|---|---|
| Performance‑based STI (director) | Not applicable | Not applicable | Not applicable (directors receive time‑based RSUs) |
Other Directorships & Interlocks
- Current public-company boards: None disclosed beyond Enova in the proxy biography.
- Prior public-company boards: Answers Corporation (co‑founder; Vice‑Chairman; Lead Director; Nasdaq‑listed).
- Compensation Committee interlocks: None; no insider participation and no relationships requiring disclosure under Item 404.
- Related person transactions: None ≥$120,000 since Jan 1, 2024 involving directors, officers, 5% holders or immediate family.
Expertise & Qualifications
- Technology entrepreneur/operator; founder/chairman roles across multiple tech firms; senior advisory to major corporates and global institutions.
- Academic and ecosystem leadership (Booth adjunct; WBC Innovation & Venture Council Chair).
- Education: BS, Computer Science, University of Illinois at Urbana/Champaign.
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Notable Details |
|---|---|---|---|
| Mark A. Tebbe | 86,906 | <1% | Includes 2,754 unvested RSUs scheduled to vest within 60 days of March 21, 2025 and 20,000 shares in a revocable trust where he is sole trustee |
Alignment policies:
- Stock ownership guidelines: Directors required to hold 5× annual retainer; must retain 50% of net shares until threshold; directors currently comply or are within the timeframe to achieve thresholds.
- Hedging/pledging: Prohibited; no short sales, options/derivatives, margin accounts, or pledging Company securities.
Governance Assessment
- Board effectiveness and independence: Tebbe is an independent director with deep tech and entrepreneurial experience; sits on the Compensation Committee, which met five times in 2024 and uses an independent consultant (WTW) for executive pay benchmarking and risk assessment, indicating structured oversight.
- Attendance and engagement: The Board met five times; each director met the ≥75% attendance threshold and participated in executive sessions led by the Lead Independent Director, supporting independent oversight.
- Compensation and alignment: Tebbe’s 2024 mix was cash $87,500 and equity $172,400 (time‑based RSUs with 12‑month vesting), reinforcing alignment via equity and ownership guidelines; single‑trigger RSU acceleration on change‑in‑control is noted.
- Conflicts/related parties: No related‑party transactions involving directors in 2024; Compensation Committee disclosed no interlocks or insider participation concerns.
- Shareholder signals: 2024 say‑on‑pay for NEOs received 88.8% support, indicating general investor approval of compensation governance; while not specific to directors, it reflects broader governance confidence.
Potential red flags to monitor: Single‑trigger acceleration for director RSUs in a change‑in‑control (equity vests automatically), which some investors view as less shareholder‑friendly; continued confirmation of compliance with ownership guidelines and no pledging/hedging remains important for alignment.