Jennifer Wong
About Jennifer Wong
Independent director at IMAX since March 2023; age 50; based in New York. Currently COO of Reddit (since April 2018), with prior senior operating roles at Time Inc. (President of Digital & COO, Jan 2016–Feb 2018) and POPSUGAR (Chief Business Officer, Sep 2011–Dec 2015). Education: B.S. in Applied Mathematics (Yale), MBA (Harvard), M.S. in Engineering Economic Systems & Operations Research (Stanford). Serves on IMAX’s Audit Committee and is deemed independent under NYSE, Canadian, and SEC standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Reddit, Inc. | Chief Operating Officer | Apr 2018–present | Digital operations, scaling communities; relevant expertise in tech and marketing |
| Time Inc. | President of Digital & Chief Operating Officer | Jan 2016–Feb 2018 | Led digital transformation; operating leadership |
| POPSUGAR | Chief Business Officer | Sep 2011–Dec 2015 | Commercial leadership in digital media |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Discover Financial Services | Director | Not disclosed | Not disclosed |
| Marfeel | Director | Not disclosed | Not disclosed |
Board Governance
- Committee assignments: Audit Committee member; not on Compensation or Governance Committees .
- Independence: Board affirmatively determined Wong is independent (1 of 9 independent directors) under NYSE/Canadian/SEC standards .
- Attendance: 8/8 Board meetings in FY2024; company states each incumbent director attended all Board and applicable committee meetings in 2024 .
- Executive sessions: Seven executive sessions of independent directors held in 2024 .
- Audit Committee structure: All members independent and financially literate; oversight spans financial reporting, compliance, auditor independence, risk (including cybersecurity/data privacy), internal audit, and controls .
| FY2024 Meetings | Board | Audit Committee | Compensation Committee | Governance Committee | Independent Director Exec Sessions |
|---|---|---|---|---|---|
| Count | 8 | 5 | 2 | 1 | 7 |
| Wong’s Attendance | 8/8 | Not individually broken out; company states all served directors attended all committee meetings | N/A (not a member) | N/A (not a member) | Not individually broken out |
Fixed Compensation
- Policy: Independent directors annual cash retainer $50,000; Audit Committee member retainer $10,000; no meeting fees; RSU grant valued at $125,000 at AGM, vesting on grant (Chair receives $62,500 cash and $170,000 RSUs) .
- FY2024 actuals for Wong: Fees earned $60,000; Stock awards $124,989; Total $184,989; received 7,856 RSUs on June 7, 2024 that vested June 7, 2024 .
| Component | Amount | Notes |
|---|---|---|
| Annual Director Retainer (cash) | $50,000 | Independent director retainer |
| Audit Committee Member Retainer (cash) | $10,000 | Committee member retainer |
| Total Cash Fees (FY2024) | $60,000 | Reported in director compensation table |
| RSU Grant (grant-date fair value) | $124,989 | Annual director equity grant value |
| RSUs Granted (units) | 7,856 | Granted June 7, 2024; vested on grant |
| Total Compensation (FY2024) | $184,989 | Cash + equity |
Performance Compensation
- Directors are not awarded performance-based equity at IMAX; annual RSUs vest on grant and are not tied to performance metrics .
| Plan/Metric | Structure | FY2024 Status |
|---|---|---|
| Director Equity (RSUs) | Time-based, vests on grant; no performance conditions | RSUs 7,856 granted and vested 6/7/2024 |
Other Directorships & Interlocks
| Company | Relationship to IMAX | Notes |
|---|---|---|
| Discover Financial Services | No supplier/customer/competitor link disclosed | Listed in IMAX proxy biography; no interlock/conflict disclosed |
| Marfeel | No supplier/customer/competitor link disclosed | Listed in IMAX proxy biography; no interlock/conflict disclosed |
Expertise & Qualifications
- Digital media and technology operating executive; experience building global businesses and leading marketing; adds perspective for IMAX’s digital initiatives .
- Financial literacy affirmed by Audit Committee membership; committee requires financial literacy under NYSE standards .
- Education: Yale B.S. Applied Mathematics; Harvard MBA; Stanford M.S. Engineering Economic Systems & Operations Research .
Equity Ownership
- Beneficial ownership: 14,634 common shares; no options exercisable within 60 days disclosed; <1% of outstanding shares (53,742,014 outstanding as of April 14, 2025) .
- Ownership guidelines: Directors must hold 400% of annual retainer (raised from 300% in 2024); measured April 1 annually. Wong current ownership equals 448% of annual retainer; became subject in 2023 and currently required to hold 50% of minimum; all non-management directors met guidelines as of April 1, 2025 .
| Item | Value | Notes |
|---|---|---|
| Shares Beneficially Owned | 14,634 | Sole voting/investment power unless noted |
| Shares Acquirable within 60 Days | — | No options/RSUs indicated for 60-day window |
| % of Outstanding | <1% | 53,742,014 shares outstanding as of 4/14/2025 |
| Director Ownership Guideline | 400% of annual retainer | Increased from 300% in 2024 |
| Wong Ownership vs Guideline | 448% | Measured as of April 1, 2025 |
| Guideline Phase-in | Subject since 2023; currently required to hold 50% minimum | Compliance measured annually |
| Anti-hedging/pledging policy | Adopted; applies to insiders | Governance policy lists anti-hedging and anti-pledging provisions |
Governance Assessment
- Strengths: Independent director; impeccable attendance (8/8 Board); Audit Committee service with financial literacy; alignment via share ownership above guideline threshold (448% vs 400%); board holds regular executive sessions; strong governance policies (clawback, anti-hedging/pledging) .
- Compensation structure: Balanced cash ($60k) + equity ($124,989 RSUs), with immediate vesting; no performance-based director pay—typical for directors and limits pay-for-performance risks at the board level .
- Potential conflicts: None disclosed for Wong; Board’s independence review found nine independent directors; related-party reviews in proxy do not involve Wong; recusal policy for any director with material interest .
- Time commitments: Concurrent COO role at Reddit and two board seats may increase demands, but no attendance shortfall evident (8/8) .
- RED FLAGS: None disclosed—no pledging, hedging, loans, or related-party transactions involving Wong; no meeting fee dependence; no option repricing or performance award manipulation applicable to directors .