Mary Meder
J&J SNACK FOODSAbout Mary Meder
Independent director since 2022 (age 62), Mary M. Meder is President of Harmelin Media, a national media and marketing agency, with 35+ years of business and advertising experience and recognized leadership in digital media and performance marketing . She was appointed to J&J Snack Foods’ Board effective September 1, 2022, and the Board determined she is independent under Nasdaq standards; no related-party transactions involving Ms. Meder were disclosed at appointment . Her profile highlights sales and marketing, digital media, and management expertise, with non-profit board involvement (Special Olympics Pennsylvania, Philadelphia Ad Club, Penn State’s School of Communications) and multiple industry honors .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Harmelin Media | President | Current (led growth from 85 to 300+ employees; billings approaching $1B) | Led transformation into digital media, performance marketing, influencer, ecommerce, sports marketing, analytics/BI |
| Special Olympics Pennsylvania | Board involvement; Hall of Fame Al Senavitis Lifetime Achievement Award (2011) | Not specified | Recognized for sustained contributions; governance/advocacy profile |
| Philadelphia Ad Club | President; “Mover & Shaker” recognition (2014) | Not specified | Industry leadership and network depth |
| Penn State School of Communications | Chair | Not specified | Academic governance role |
External Roles
| Category | Details |
|---|---|
| Current public company boards | None disclosed in JJSF’s director biography/experience section (public company directorships within past five years are listed when applicable) |
| Private/non-profit/academic | President, Philadelphia Ad Club; Chair, Penn State School of Communications; long-term involvement with Special Olympics Pennsylvania |
Board Governance
- Committee assignments (current): Audit Committee member and Nominating & Corporate Governance Committee member; not a committee chair .
- Independence: The Board determined Ms. Meder is independent under Nasdaq rules; independence reaffirmed in 2025 proxy .
- Executive sessions: Independent directors meet in executive session without management before or after regularly scheduled Board meetings .
- Annual meeting attendance: All directors then serving virtually attended the February 2024 Annual Meeting except Mr. Shreiber (implying Ms. Meder attended) .
- Audit Committee cadence: The Audit Committee (of which Ms. Meder is a member) held eight meetings in fiscal 2023 .
- Board leadership: Since November 2023, the Chair and CEO roles are combined (Chair/CEO: Dan Fachner), a structure the Board determined to be in the Company’s best interests given size/composition and CEO knowledge .
Fixed Compensation
Non-Employee Director Compensation Plan: annual fee of $155,000 per director; Audit Committee Chair receives an additional $10,000; directors may elect to receive all or a portion of the annual fee in JJSF common stock based on fair market value at payment date .
| Year | Fees Earned or Paid in Cash ($) | Stock Election ($) | Shares Received | Reference Share Price | Notes |
|---|---|---|---|---|---|
| 2023 (FY ended 9/30/23) | 155,000 | 155,000 | 1,102 | $140.67 | Entire annual fee taken in stock |
| 2024 (FY ended 9/28/24) | 155,000 | 80,000 | 546 | $146.63 | Partial stock election; remainder cash |
Performance Compensation
- The Non-Employee Director Compensation Plan specifies a fixed annual fee and an additional Audit Chair fee; no variable, performance-conditioned, or options/PSU grants to non-employee directors are described for 2024 .
Other Directorships & Interlocks
| Item | Disclosure |
|---|---|
| Other public company boards (current/past 5 years) | None disclosed for Ms. Meder in JJSF proxy biographies |
| Compensation Committee interlocks | Company disclosure indicates no interlocks involving JJSF executive officers (no exec served on another company’s comp committee where their executive served on JJSF’s comp committee) |
Expertise & Qualifications
- Skills highlighted: Sales and Marketing; Digital Media; Management Experience .
- Industry perspective: Deep CPG marketing and evolving digital channels (performance/influencer/ecommerce), relevant to brand building and demand generation for JJSF’s portfolio .
- Awards/recognition: Special Olympics Pennsylvania Hall of Fame (2011); BSA Good Scout Award (2012); Philly Ad Club Mover & Shaker (2014) .
Equity Ownership
- Ownership guidelines for non-employee directors: must attain and hold 1,500 shares within three years of election; all current non-employee directors meet the guideline except Mr. Jackson (indicating Ms. Meder is in compliance) .
- Anti-hedging/anti-pledging policy: Directors are prohibited (without prior approval) from hedging JJSF stock or pledging/margining shares .
| Date (as of) | Shares Beneficially Owned | % of Shares Outstanding | Notes |
|---|---|---|---|
| Dec 15, 2023 | 1,102 | <1% | Beneficial ownership table in 2024 proxy |
Related-party risk: At appointment, the Company disclosed no transactions requiring Item 404(a) related-party disclosure for Ms. Meder .
Governance Assessment
- Strengths: Independent director with marketing and digital expertise; active on Audit and Nominating committees, supporting oversight of financial reporting and board composition .
- Alignment: Strong “skin in the game” signal—took 100% of 2023 director fees in stock and partially in stock for 2024; meets director ownership guideline; hedging/pledging prohibited by policy .
- Engagement: Attended the February 2024 Annual Meeting; independent director executive sessions in place .
- Conflicts: Board confirms independence; no related-party transactions at appointment; no public company interlocks disclosed for Ms. Meder .
- Watch items (contextual): Audit Committee currently discloses it has no designated “Audit Committee Financial Expert,” relying on collective experience—this is a governance gap some investors flag for audit committee rigor . Combined Chair/CEO structure since November 2023 warrants continued focus on independent director influence and committee effectiveness .