Susan Segal
MERCADOLIBREAbout Susan Segal
Susan Segal (age 72) is an independent Class I director of MercadoLibre, Inc. (MELI) serving since 2012, with a current term expiring at the 2026 Annual Meeting. She is President & CEO of the Americas Society/Council of the Americas (AS/COA), and previously held senior roles in investment banking and private equity at JPMorgan Partners/Chase Capital Partners and Chase Bank. She holds an MBA from Columbia University and a BA from Sarah Lawrence College, and has received multiple state honors across Latin America recognizing her regional leadership and impact .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Americas Society & Council of the Americas (AS/COA) | President & CEO | Since Aug 2003 | Regional policy leadership; broad LatAm network |
| JPMorgan Partners/Chase Capital Partners | Partner; Latin American Group Head | — | Pioneered early-stage VC in LatAm |
| Chase Bank and predecessor banks | Senior Managing Director, Emerging Markets IB & Capital Markets | — | Built EM bond-trading for LatAm; worked on 1980s-90s LatAm debt crisis |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Vista Oil & Gas S.A.B. de C.V. | Director | Since 2017 | Governance committee member (per bio); adds energy/LatAm perspective |
| Robinhood Markets, Inc. | Director | Since Mar 2024 | U.S. fintech exposure |
| Scotiabank | Director | 2011–2023 | Governance committee member (incl. Chair 3 yrs); Chair, Scotiabank USA until 2023 |
| Ribbit Leap, Ltd. | Director | 2020–2022 | Fintech-related vehicle |
| Tinker Foundation; Bretton Woods Committee; Council on Foreign Relations | Director/Member | — | Policy and governance affiliations |
Board Governance
- Independence: The Board determined Segal is independent under NASDAQ rules and MELI guidelines .
- Committees: Member, Audit Committee; Member, Compensation Committee (not Chair) .
- Attendance: All directors attended ≥75% of aggregate Board and committee meetings in 2024; Segal met the threshold .
- Years of service: Director since 2012 (Class I; term to 2026) .
- Lead Independent Director: Role exists (held by Emiliano Calemzuk), with regular executive sessions at each scheduled meeting .
- Compensation Committee interlocks: Company discloses no interlocks or insider participation for 2024; members (incl. Segal) are independent .
Fixed Compensation
Director compensation structure and actuals:
| Component | Policy Detail | Amount | Period/Notes |
|---|---|---|---|
| Annual cash retainer (independent directors) | Standard annual cash fee | $72,000 | Applies to 2022–2024 program |
| Additional chair retainers | Lead Independent: $30,000; Audit Chair: $21,913; Compensation Chair: $21,913; Nominating Chair: $15,000 | As listed | Segal not a chair in 2024–2025 |
| Reimbursement | Travel and reasonable expenses | — | As incurred |
| Segal – Cash earned (FY2023) | — | $72,708 | Includes partial-period proration detail per policy |
| Segal – Cash earned (FY2024) | — | $73,000 | Reflects period mix across program years |
Performance Compensation
Annual equity grants to directors are time-based and subject to forfeiture until the subsequent annual meeting; no performance metrics apply.
| Equity Element | Policy Detail | Segal Actual | Vesting/Forfeiture Terms |
|---|---|---|---|
| Annual stock award (target value) | Common stock granted with target value | $120,000 target value per year | Subject to forfeiture/transfer restrictions until next annual meeting |
| Segal – Stock award (FY2023) | Grant-date fair value | $119,292 | Subject to forfeiture until 2024 annual meeting |
| Segal – Stock award (FY2024) | Grant-date fair value | $119,000 | Subject to forfeiture until 2025 annual meeting |
Other Directorships & Interlocks
| Company | Capacity | Potential Interlock with MELI | Notes |
|---|---|---|---|
| Vista Oil & Gas | Director | None disclosed | Energy industry; not a MELI competitor/supplier disclosed |
| Robinhood Markets | Director | None disclosed | Fintech; no related-party transactions disclosed |
| Scotiabank (prior) | Director; Scotiabank USA Chair | None disclosed | Prior tenure ended 2023 |
Company states related-party transactions are reviewed/approved by the Audit Committee; none are disclosed for Segal .
Expertise & Qualifications
- Finance, private equity, and banking expertise from senior leadership at JPMorgan/Chase and venture investing in Latin America .
- Risk oversight and corporate governance experience (Scotiabank governance committee, AS/COA leadership) .
- Deep Latin America market knowledge and network; multiple state honors (Chile, Colombia, Mexico, Peru, Ecuador) and inclusion in Bloomberg’s 500 most influential in LatAm (2022) .
- MBA, Columbia University; BA, Sarah Lawrence College .
Equity Ownership
| Holder | Total Common Stock (#) | % of Outstanding | Notes/Breakdown |
|---|---|---|---|
| Susan Segal | 725 | <1% | Includes 75 shares subject to forfeiture/transfer restrictions until 2025 Annual Meeting; includes 6 shares from a pro rata Kaszek Ventures distribution |
Insider transactions (Form 4):
| Filing Date | Transaction Date | Type | Securities | Post-Txn Owned | Security | Source |
|---|---|---|---|---|---|---|
| 2025-08-08 | 2025-08-07 | Award (A) | 64 | 64 | Restricted Stock Units | https://www.sec.gov/Archives/edgar/data/1099590/000162828025039312/0001628280-25-039312-index.htm |
| 2024-08-16 | 2024-08-15 | Other (J) | 6 | 725 | Common Stock | https://www.sec.gov/Archives/edgar/data/1099590/000199937124010302/0001999371-24-010302-index.htm |
| 2024-06-13 | 2024-06-12 | Award (A) | 75 | 719 | Common Stock | https://www.sec.gov/Archives/edgar/data/1099590/000162828024028109/0001628280-24-028109-index.htm |
| 2023-06-13 | 2023-06-12 | Award (A) | 98 | 644 | Common Stock | https://www.sec.gov/Archives/edgar/data/1099590/000120919123036832/0001209191-23-036832-index.htm |
| 2023-04-07 | 2023-03-30 | Other (J) | 28 | 546 | Common Stock | https://www.sec.gov/Archives/edgar/data/1099590/000120919123023860/0001209191-23-023860-index.htm |
Governance Assessment
- Strengths: Independent director with extensive audit and compensation oversight experience; strong attendance; significant LatAm policy and financial markets expertise; director equity aligns interests; no tax gross-ups in Segal’s line items; company has anti-hedging/anti-pledging policy and clawback framework .
- Potential watch items: Long tenure (since 2012) may raise refreshment questions over time; multiple external commitments (AS/COA CEO; boards at Vista and Robinhood) require continued monitoring of time availability, though attendance thresholds were met .
- No related-party transactions or interlocks disclosed; Compensation Committee interlock disclosure is clean for 2024 .
Additional context signals:
- Say-on-pay support (advisory) was ~83.81% in 2024 for FY2023 compensation, indicating generally constructive shareholder sentiment toward MELI’s pay practices .
- Board composition emphasizes independence (7 of 9 independent) and robust committee structures with annual self-evaluations and executive sessions .
Citations: Director bio, age, tenure, committees, independence, attendance, compensation policy and tables, beneficial ownership, and governance policies are from MELI’s 2025 and 2024 proxy statements . Insider transaction records are from SEC Form 4 filings as linked above.