David Habiger
About David Habiger
David Habiger, 56, is Reddit’s independent Chairperson of the Board (since November 2023) and a director (since November 2022). He is President and CEO of J.D. Power (since March 2018) and was previously CEO of Textura (sold to Oracle in 2016) and NDS (sold to Cisco in 2012). He holds an MBA from The University of Chicago and a BBA from St. Norbert College. The Board has designated him an “audit committee financial expert,” and determined he is independent under NYSE and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Textura Corporation | Chief Executive Officer | Through sale to Oracle in June 2016 | CEO through successful sale; operating leadership |
| NDS | Chief Executive Officer | Through sale to Cisco in July 2012 | CEO through successful sale; operating leadership |
| Silicon Media Partners | Founder & Partner | Began Jan 2016 | Investment/operating experience |
| Silver Lake Partners | Senior Advisor | Oct 2013 – Oct 2020 | PE advisory experience |
| Pritzker Group | Venture Partner | Jan 2013 – Oct 2019 | Venture investment experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| J.D. Power | President & CEO | Since Mar 2018 | Market research/data analytics leadership |
| Chicago Federal Reserve Board | Director | Current | Governance, Human Resources, and SABOR (Systems Activities, Bank Operations and Risk) Committees |
| Boston Scientific Corporation | Director | Current | Public company director |
| EnerSys | Director | Current | Public company director |
| Xperi Inc. | Director | Current | Public company director |
| Rush University Medical Center | Trustee | Current | Non-profit healthcare governance |
Board Governance
- Chairperson of the Board (independent); with an independent Vice Chairperson; no Lead Director designated because the Chair is independent .
- Audit Committee Chair; committee composed entirely of independent directors; Habiger is designated as an “audit committee financial expert” .
- Independence: Board determined Habiger is independent under NYSE/SEC standards .
- Attendance: In 2024, the Board met 7 times; Audit 4; Compensation and Talent 4; Nominating and Corporate Governance 3; each director attended at least 75% of applicable meetings .
- Governance Agreement: Advance Magazine Publishers retains significant governance rights (including approvals for certain corporate actions and a designee on each committee other than Audit), a structural consideration for board independence and effectiveness; Audit Committee oversees related-party transactions .
Fixed Compensation
| Component | Amount/Policy | Notes |
|---|---|---|
| 2024 Fees Earned (Cash) – Habiger | $138,750 | Actual fees earned |
| Annual Board Retainer (Non-Employee Director) | $60,000 | Program terms |
| Board Chair Additional Retainer | $100,000 | Program terms |
| Audit Committee Chair Retainer | $25,000 | Program terms |
| Audit Committee Member Retainer | $12,500 | Program terms |
| Compensation & Talent Committee Chair/Member | $20,000 / $10,000 | Program terms |
| Nominating & Corporate Governance Chair/Member | $15,000 / $7,500 | Program terms |
| Meeting Fees | Not disclosed | Program structure summarized; no per-meeting fees stated |
Performance Compensation
| Award Type | Grant Date | Shares | Grant-Date Fair Value | Vesting Schedule |
|---|---|---|---|---|
| Annual Director RSU (2024) – Habiger | May 30, 2024 | 5,128 | $295,578 | Fully vests on earlier of May 30, 2025 or immediately before 2025 annual meeting; subject to continued service |
| Program RSU Policy | Annual Meeting Date | Determined by $250,000 / 60-day avg price | — | Annual award; fully vests on earlier of first anniversary or next annual meeting; directors may elect to defer settlement; RSUs fully vest upon change in control |
Performance metrics: Director RSUs are time-based; no performance metrics (e.g., revenue/EBITDA/TSR) apply to director equity grants .
Other Directorships & Interlocks
| Company | Nature | Potential Interlocks |
|---|---|---|
| Boston Scientific, EnerSys, Xperi | Current public company boards | No Reddit-related commercial ties disclosed in proxy |
| Chicago Federal Reserve Board | Public-sector oversight | Governance/Human Resources/SABOR committees |
| Advance governance footprint at Reddit | Structural rights via Governance Agreement; Advance designee on committees (excluding Audit) | Reddit subleases office space from Advance; Audit Committee (chaired by Habiger) reviews/approves related-party transactions |
Expertise & Qualifications
- Financial expert designation on Audit Committee; deep experience in business, operational, and financial matters .
- Executive leadership (CEO roles at J.D. Power, Textura, NDS); technology and media investment/advisory experience (Silver Lake, Pritzker) .
- M&A execution track record (Textura sale to Oracle; NDS sale to Cisco) .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Mar 31, 2025) | 31,874 Class A shares; less than 1% of outstanding |
| Composition (footnote) | 26,460 Class A shares plus 5,414 Class A RSUs settleable within 60 days |
| Unvested RSUs (12/31/2024) | 5,128 Class A RSUs outstanding (annual director grant) |
| Ownership Guidelines | Directors must hold shares equal to 5x board annual fee; Minimum Ownership Threshold currently $300,000; compliance by Dec 31, 2029 for directors serving as of Mar 20, 2024 |
| Hedging/Pledging | Prohibited by Insider Trading Policy; no pledging allowed post-IPO |
Insider Trades (Form 4)
Positive alignment signal: modest open-market purchases in March 2025 at ~$126–131, increasing direct ownership .
Governance Assessment
- Strengths: Independent Chair; Audit Committee chaired by a designated financial expert; all committees independent; regular executive sessions; clear stock ownership guidelines to align director incentives .
- Alignment signals: Annual RSU grants plus open-market share purchases by Habiger in March 2025 indicate personal capital at risk and engagement .
- Structural risks/RED FLAGS: Governance Agreement grants Advance substantial rights (committee presence except Audit; approval rights over major actions), potentially constraining board autonomy; related-party subleases with Advance require robust Audit Committee oversight (mitigated by Habiger’s role) .
- Attendance/engagement: Board and committee meeting cadence, with all directors meeting ≥75% attendance, supports effectiveness; no attendance concerns disclosed .
- Policies: Prohibitions on hedging/pledging; compensation recovery policy for officers; transparent director compensation program with standardized retainers and time-based RSUs .
Note: Habiger participated in the IPO directed share program (3,000 shares at $34), reinforcing early-stage alignment with public shareholders .