Debra A. Sandler
About Debra A. Sandler
Debra A. Sandler (age 65) is an independent director of Gannett Co., Inc. (GCI) who has served on the Board since November 2019. She is President and CEO of La Grenade Group, LLC (founded 2015) and previously held senior operating and marketing roles at Mars, Inc., Johnson & Johnson, and PepsiCo. Her board tenure, independence, and deep CPG operating background position her as an experienced voice on marketing, consumer growth, and governance matters at GCI .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Mars, Inc. | Chief Health and Wellbeing Officer | Jul 2014 – Jun 2015 | Senior leadership across health and wellbeing for a global CPG enterprise |
| Mars Chocolate North America | President | Apr 2012 – Jul 2014 | Led the NA chocolate business; operating and P&L experience |
| Mars Chocolate North America | Chief Consumer Officer | Nov 2009 – Mar 2012 | Consumer/marketing leadership roles |
| Johnson & Johnson | Various leadership roles | ~10 years (prior to Mars) | Brand/marketing leadership across healthcare categories |
| PepsiCo | Various roles | ~13 years (earlier career) | Brand and commercial leadership |
| La Grenade Group, LLC | President & CEO (founder) | 2015 – present | Advises clients on marketing innovation/business development |
External Roles
| Organization | Role | Notes |
|---|---|---|
| Keurig Dr Pepper Inc. (Nasdaq: KDP) | Director | Current public company board service |
| Dollar General Corporation (NYSE: DG) | Director | Current public company board service |
| Archer-Daniels-Midland (NYSE: ADM) | Director | Current public company board service |
| Pharmavite, LLC | Board of Executive Managers | Since 2017 (private company) |
| Hofstra University | Trustee | Non-profit governance role |
| Executive Leadership Council | Member | Professional leadership organization |
| Latino Corporate Directors Association | Director | Disclosed in 2024 proxy |
Board Governance
| Attribute | 2025 Status | 2024 Status | Notes |
|---|---|---|---|
| Independence | Independent | Independent | Board determined Sandler is independent under NYSE rules |
| Committees | Compensation (member), Nominating & Corporate Governance (member), Transformation (member) | Nominating & Corporate Governance (member), Transformation (Chair) | Committee matrix and chairs per proxy year |
| Chair roles | None | Transformation Committee Chair | Chair fee reflected in director comp |
| Attendance | ≥75% | ≥75% | Each director attended at least 75% of Board/committee meetings in 2024 and 2023 |
| Lead Independent Director | Kevin M. Sheehan | Kevin M. Sheehan | Lead Director fee disclosed ($40,000) |
| Executive sessions | Yes | Yes | Board/committees hold sessions without management |
Fixed Compensation
| Year | Annual Cash Retainer ($) | Committee Chair Fee ($) | Lead Director Fee ($) | Total Cash Fees ($) | Notes |
|---|---|---|---|---|---|
| 2024 | 100,000 | 20,000 | — | 120,000 | Chair fee reflects Sandler’s role as Transformation Committee Chair |
| 2023 | 100,000 | 20,000 | — | 120,000 | Same structure as 2024; paid in cash |
Performance Compensation
| Year | Instrument | Grant Date | Grant-Date Fair Value ($) | Shares Granted | Grant Basis |
|---|---|---|---|---|---|
| 2024 | Annual stock grant (common shares) | Jun 4, 2024 | 125,000 | 30,864 | $125,000 value divided by $4.05 close on grant date |
| 2023 | Annual stock grant (common shares) | Jun 2, 2023 | 125,000 | 55,555 | $125,000 value divided by $2.25 close on grant date |
- No performance metrics (e.g., EBITDA/TSR) are tied to director equity grants; awards are fixed-value annual stock grants to align director incentives with shareholders .
Other Directorships & Interlocks
| Company | Potential Interlock/Conflict | Evidence |
|---|---|---|
| KDP, DG, ADM | No compensation committee interlocks at GCI in 2024 | Proxy discloses no Compensation Committee interlocks or insider participation in 2024 |
| Related-party transactions | Not specifically disclosed for Sandler | Company outlines related-persons review policy; section does not list a Sandler-related transaction |
Expertise & Qualifications
- Proven consumer/brand operator with >20 years in CPG across Mars, J&J, PepsiCo; strong marketing and operating credentials .
- Board experience at multiple large-cap public companies (KDP, DG, ADM) offering broad perspective on growth, supply chain, and consumer channels .
- Governance experience (trustee roles; industry councils) supports board oversight and stakeholder engagement .
Equity Ownership
| Holder | Beneficial Ownership (Shares) | % of Outstanding | As-of | Shares Outstanding |
|---|---|---|---|---|
| Debra A. Sandler | 224,225 | <1% | Apr 8, 2025 | 146,435,731 |
| Director Ownership Guideline | 3x annual cash retainer (non-employee directors) | All non-employee directors in compliance as of Jan 1, 2025 | Jan 1, 2025 | — |
| Hedging/Pledging | Prohibited for directors | Policy bans hedging and pledging of Company securities | Policy disclosure | — |
Governance Assessment
-
Strengths
- Independence, attendance at or above the 75% threshold, and multi-committee service indicate solid engagement .
- Pay structure is balanced: fixed cash plus fixed-value equity; equity aligns with shareholders; ownership guidelines met (3x retainer) .
- No compensation committee interlocks or insider participation; hedging/pledging prohibited—favorable alignment and risk posture .
-
Watch items
- Multiple external public boards (KDP, DG, ADM) increase time commitments; however, GCI disclosure shows she met attendance thresholds in 2024 and prior year .
- Committee leadership transition: Sandler chaired Transformation Committee in 2024 but is not a chair in 2025; monitor committee composition changes and influence on transformation oversight .
-
Signals to investors
- Director equity grants at transparent fixed values (with share counts disclosed) and compliance with ownership guidelines support alignment with long-term value creation .
- Broader governance initiatives (majority voting proposal; elimination of supermajority provisions) reflect ongoing responsiveness to shareholder governance preferences, albeit board-wide rather than director-specific .