Evangeline Vougessis
HERTZ GLOBAL HOLDINGSAbout Evangeline Vougessis
Independent director (Age 54) serving on the Hertz Global Holdings, Inc. board since September 2021. Founder and CEO of Moneikos Global Asset Management (Monaco) since April 2014 and co-founder of MaxInvest Holdings, with prior roles across European financial markets. The Board has affirmed her independence under Nasdaq rules; she serves on the Audit and Governance Committees and met the company’s attendance expectations in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Moneikos Global Asset Management (Monaco) | Founder & CEO | Since Apr 2014 | Capital markets and European investment management expertise |
| MaxInvest Holdings | Co-Founder; Board member | Not disclosed | Early-stage investing; family office governance |
| ABN AMRO Ltd (London) | Country Analyst, Greek Equities | Not disclosed | Sell-side market analysis |
| Commercial Bank of Greece (Credit Agricole subsidiary) | Investor Relations Manager | Not disclosed | IR program management |
| Marfin Investment Group; Marfin Popular Bank Group | Investor Relations & Strategy Director | Not disclosed | Strategy and investor relations at pan-European investment firm |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| Moneikos Global Asset Management (Monaco) | Board member | Private | Founder-led firm |
| MaxInvest Holdings | Board member | Private | Co-founder; single-family office |
Board Governance
- Committees: Audit; Governance (not a chair) .
- Independence: Board determined she is independent; Audit and Compensation committees meet heightened SEC/Nasdaq independence requirements .
- Attendance: Board met 14 times in 2024; all directors met ≥75% threshold; all then-serving directors attended the 2024 annual meeting .
- Committee workload: Audit Committee held 16 meetings in 2024; Governance Committee held 5; Compensation held 6; Audit Chair is Intrieri (audit committee financial expert) and all members financially literate .
- Governance posture: HTZ is a “controlled company” but elects not to use exemptions; Board chair and CEO roles are separated; fully independent standing committees; regular executive sessions .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Cash fees earned | $50,000 | Elected 50% cash / 50% phantom shares |
| Committee chair fees | $0 | Not a chair; program chair fees: Audit $50,000; Compensation $25,000; Governance $15,000 |
| Perquisites (free rentals, programs) | $5,432 | Director Car Rental Program; vehicle purchase program access |
| Annual program structure (for reference) | $100,000 cash retainer; $175,000 RSU retainer | Standard non-employee director program |
Performance Compensation
| Equity Award | Grant Date | Shares | Grant-Date Fair Value | Vesting |
|---|---|---|---|---|
| Annual RSU grant | May 22, 2024 | 35,212 | $175,004 | Vests in full on the business day before the 2025 annual meeting or upon board departure (subject to program rules); elected to defer receipt |
| Phantom shares (fee deferral) | 2024 (issued) | 12,343 | — | Settle after service ends (or change in control); part of fee election |
No director performance metrics apply to board equity retainers; awards are time-based and/or deferred, not performance-based .
Other Directorships & Interlocks
| Company | Type | Role | Interlock/Conflict Notes |
|---|---|---|---|
| Moneikos; MaxInvest | Private | Board member | No related-party transactions disclosed involving organizations where independent directors serve as officer/partner/controlling stockholder |
- Related-party exposure at HTZ is concentrated around Sponsor affiliates (Knighthead/Certares). Audit Committee approved agreements with GT Racing ($12.1M); Amex GBT ($157.3M; O’Hara is Chair); Internova ($12.3M; Farmer is a board member; Internova CEO is O’Hara’s brother); Wheels Up ($2.2M; CK Wheels ownership by Sponsor affiliates) . None of these involve organizations where independent directors (including Vougessis) serve as officer/partner/controlling stockholder, mitigating direct conflicts .
Expertise & Qualifications
- Capital markets and investment management, including European financial markets .
- Prior IR and strategy leadership across banks and investment groups .
- Audit Committee financial literacy; committee led by SEC-defined financial expert (Intrieri) .
Equity Ownership
| Measure | Amount | Notes |
|---|---|---|
| Beneficial ownership (shares) | 92,481 | Less than 1% of outstanding shares |
| Unvested RSUs outstanding | 35,212 | Annual director grant |
| Vested deferred awards | 54,096 | Deferred prior awards |
| Phantom shares (total, incl. 3/31/2025) | 29,729 | Settle post-service or change-in-control |
| Ownership guidelines | 5x annual cash retainer (non-affiliated directors) | Hedging/pledging prohibited for directors |
Compliance status against ownership guidelines for individual directors is not disclosed; directors restricted from selling >50% of equity holdings until guidelines are met .
Governance Assessment
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Strengths:
- Independent director with capital markets expertise; serves on Audit and Governance Committees; Audit Committee membership meets heightened independence; all members financially literate .
- Attendance and engagement thresholds met; committees meet regularly (Audit 16; Governance 5 meetings in 2024) .
- Board governance strong despite controlled company status; separation of Chair/CEO; fully independent committees; regular executive sessions; director ownership guidelines; prohibitions on hedging/pledging .
-
Alignment:
- Equity retainer and deferral elections increase long-term alignment; beneficial ownership tracked; RSUs and deferred awards support skin-in-the-game .
-
Potential risk indicators and mitigants:
- Sponsor influence: CK Amarillo holds ~59%; Voting Agreement pro-rates votes above 45% of voting power to mirror other shareholders, partially mitigating control risk .
- Related-party transactions with Sponsor affiliates (Amex GBT, Internova, Wheels Up) approved under RPT Policy by Audit Committee; no direct conflicts involving independent directors disclosed .
- No director hedging/pledging permitted; reduces misalignment and counterparty risk .
-
Compensation structure (directors):
- Market-median design using FW Cook; cash/equity mix stable YoY; no meeting fees; chair fees set modestly; perquisites disclosed and quantified (free rentals) .
- Vougessis specifically elected to defer 2024 RSUs and split cash/phantom fee mix, signaling long-term orientation .
Overall, Vougessis appears as an engaged, independent director with investment market experience and committee service aligned to oversight quality; no specific conflicts or red flags are disclosed involving her entities, and governance structures mitigate controlled-company risks .