Jacqueline Hernández
About Jacqueline Hernández
Age 59; Class A Director designated by SLF LBI Aggregator, LLC (“Aggregator”), elected April 17, 2024 and began serving October 29, 2024. She served as MediaCo’s Interim Chief Executive Officer from April 17, 2024 to October 28, 2024. Background includes Founder/CEO of New Majority Ready; President of Combate Americas; senior leadership at NBCUniversal’s Hispanic Enterprises/Telemundo; publisher roles at People en Español and TEEN People; early career at TIME, Turner, Village Voice, and Boston Globe. Education: BA Tufts University; MBA Baruch College .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| MediaCo Holding Inc. | Interim Chief Executive Officer | Apr 17, 2024 – Oct 28, 2024 | Led transition following Estrella asset acquisition |
| New Majority Ready | Founder & CEO | Not disclosed | Multicultural consumer strategy |
| Combate Americas | President | Not disclosed | Led Hispanic sports franchise growth |
| NBCUniversal Hispanic Enterprises & Content | Chief Marketing Officer | Not disclosed | Brand and growth leadership |
| NBCUniversal Telemundo Enterprises | Chief Operating Officer | Not disclosed | Operations oversight |
| People en Español; TEEN People | Publisher | Not disclosed | Business leadership |
| Turner International Advertising | Vice President | Not disclosed | Advertising leadership |
| TIME International | Director of Marketing | Not disclosed | Marketing leadership |
| Village Voice | Director of Targeted Advertising Sales | Not disclosed | Sales leadership |
| Boston Globe | Advertising (career start) | Not disclosed | Foundation in media |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Victoria’s Secret & Co. (NYSE: VSCO) | Director | Current | Board service cited |
| Estrella Media, Inc. | Director | Former | Prior service; Estrella assets acquired by MediaCo in 2024 |
Board Governance
- Committee assignments: Not listed on Audit or Compensation Committees; Audit members are Greene (chair), McDermott, McAdaragh, Pertuz, Thakrar; Compensation members are McDermott (chair), Cannon, Thakrar, McAdaragh .
- DEI Committee: In 2024, she was a member alongside Andrew Glaze; by 2025, the sole member is Andrew Glaze (change in engagement) .
- Independence status: Board determined seven directors are independent under Nasdaq rules (McAdaragh, McDermott, Cannon, Glaze, Greene, Pertuz, Thakrar); Hernández is not included among independent directors .
- Attendance: In 2024, the Board held four meetings; each director met at least the 75% attendance threshold; all directors then in office attended the 2024 annual meeting (virtual-only) .
- Controlled company: MediaCo is a “Controlled Company” under Nasdaq, exempt from certain independence requirements; nominations/governance handled by full Board .
Fixed Compensation
Director Compensation (Cash Fees)
| Name | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Option Awards ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|
| Jacqueline Hernández | 10,598 | — | — | — | 10,598 |
- Director retainer framework: Standard retainer $75,000 and chair retainers authorized in 2021; since summer 2020 a 20% retainer reduction (40% for Ms. McDermott) remained in effect for 2024, with the reduction expected to be paid in Class A Shares upon future approval of a new equity plan; Cannon and Pertuz receive no Board compensation .
Executive Compensation (Interim CEO role, 2024)
| Name and Principal Position | Year | Salary ($) | Bonus ($) | Stock Awards ($) | Option Awards ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|---|---|
| Jacqueline Hernández, Former Interim CEO | 2024 | 510,203 | — | — | — | — | 510,203 |
Performance Compensation
- No performance-based (bonus/PSU/option) awards were reported for Hernández in 2024 (executive role), and no director equity awards were shown for her in the 2024 director compensation table .
| Metric | 2024 |
|---|---|
| Target bonus % | Not disclosed |
| Actual bonus paid ($) | — |
| Stock awards (grant date/value) | — |
| Options (strike/expiration/vesting) | — |
| Performance metrics (TSR, EBITDA, etc.) | Not disclosed |
Other Directorships & Interlocks
| Entity | Role | Interlock/Transaction | Governance Risk Note |
|---|---|---|---|
| SLF LBI Aggregator, LLC (“Aggregator”) designation | Investor Director Designee | Aggregator (affiliate of HPS) gained designation rights in April 2024; Hernández designated and elected April 17, 2024, began serving Oct 29, 2024 | Investor-designee status may affect independence perceptions |
| Estrella Media, Inc. | Former Director | MediaCo purchased substantially all assets of Estrella on Apr 17, 2024 | Prior board tie to transaction counterparty elevates related-party sensitivity |
Expertise & Qualifications
- Media/operator with deep Hispanic media experience; marketing, publishing, operations roles across NBCUniversal/Telemundo, People en Español; multicultural consumer fluency; BA Tufts; MBA Baruch .
- Board cites her ability to transform business models for growth .
Equity Ownership
| Holder | Class A Shares Beneficially Owned | % of Class A | Class B Shares Beneficially Owned | % of Class B | Total Voting Power % |
|---|---|---|---|---|---|
| Jacqueline Hernández | — | * | — | — | — |
- As of June 18, 2025, MediaCo had 48,264,309 Class A and 5,413,197 Class B shares outstanding .
Say-on-Pay & Shareholder Feedback
| Proposal | Votes For | Votes Against | Abstentions | Broker Non-Votes |
|---|---|---|---|---|
| 2025 Say-on-Pay (Advisory) | 92,003,245 | 15,046 | 41,127 | 625,169 |
- 2025 Equity Compensation Plan approved; high say-on-pay support signals broad investor acceptance of compensation framework .
Governance Assessment
- Strengths:
- Extensive media and multicultural marketing expertise supporting strategy in acquired Estrella assets .
- Board committees staffed with independent directors; Audit Committee financial expert designated .
- Strong shareholder support for say-on-pay in 2025 .
- Concerns/RED FLAGS:
- Independence: Hernández not counted among Nasdaq “independent directors” in 2025; investor-designee via Aggregator may raise alignment concerns in a controlled company structure .
- Related-party exposure: Prior board role at Estrella and Aggregator designation coinciding with MediaCo’s Estrella asset purchase increases perceived conflict risk; requires continued robust recusal and disclosure .
- Ownership alignment: No reported beneficial ownership; limited “skin-in-the-game” relative to director ownership alignment best practices .
- Committee engagement shift: From DEI Committee membership in 2024 to no listed committees in 2025 reduces formal oversight touchpoints .
- Additional Notes:
- Director pay caps under the 2025 Equity Plan: non-employee director annual total compensation capped at $300,000 (or $1,000,000 in the first appointment year), which helps prevent pay inflation risk .
- Board attendance standards met; controlled company exemption reduces nomination committee independence, placing more weight on full Board governance practices .