Jacqueline Yeaney
About Jacqueline Yeaney
Independent director since 2021 (Class II; term expires at the 2026 annual meeting), age 57. Former CMO of Tableau, Ellucian, and EVP Strategy & Marketing at Red Hat; early career as a U.S. Air Force officer and BCG consultant. BS Electrical Engineering (Rensselaer Polytechnic Institute) and MBA (MIT). Core credentials: go-to-market, brand, enterprise software, analytics, and strategy leadership in scaled tech environments.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tableau Software (Salesforce) | Chief Marketing Officer | Aug 2019 – Aug 2022 | Led marketing for self-service analytics platform; big-company GTM context post-acquisition by Salesforce |
| Ellucian | Chief Marketing Officer | Jan 2017 – Apr 2019 | Higher-education SaaS marketing leadership |
| Red Hat (IBM) | EVP, Strategy & Marketing | May 2011 – Dec 2016 | Strategy and brand at scale in open-source leader |
| Boston Consulting Group | Management Consultant | 1996 – 2002 | Strategy advisory experience |
| U.S. Air Force | Officer | — | Technical/leadership foundation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| vorteXplore | Strategic Advisor | Since Sep 2022 | Ongoing advisory role |
| Avaya Holdings Corp. (public) | Director | Mar 2019 – May 2023 | Former public company directorship |
Board Governance
- Board structure: Staggered board of nine; Yeaney is Class II (term ends 2026). Chairman separated from CEO (Chair: Douglas Braunstein; CEO: Jon Cohen).
- Independence: Board determined Yeaney is independent under Nasdaq rules (non-independent directors are Braunstein, Cohen, and Pawar).
- Committees: Audit Committee member; Nominating & Corporate Governance Committee Chair. Not on Compensation Committee.
- Financial literacy: Audit Committee members (including Yeaney) deemed able to read and understand fundamental financial statements; Audit Chair (Warfield) designated financial expert.
- Attendance: Board met 7 times in 2024; each director attended at least 75% of Board and applicable committee meetings. Audit Committee met 7 times; Nominating & Governance met 3 times.
- Annual meeting: All then-standing directors attended the 2024 Annual Meeting and plan to attend 2025 (virtual).
Fixed Compensation
| Component | Amount | Period/Notes |
|---|---|---|
| Annual Director Cash Retainer | $40,000 | 2024; paid in cash for Yeaney (some peers elected RSUs in lieu) |
| Committee Chair Fees | $0 | Program lists Audit Chair $20k; Compensation Chair $10k; no cash retainer disclosed for Nominating & Governance Chair |
Performance Compensation
| Award | Grant Value | Vesting | Performance Metrics |
|---|---|---|---|
| Annual Director RSU Grant | $160,189 | Vests in full at the earlier of 1-year anniversary or next annual meeting; service-based | None disclosed (time-based director equity) |
The Director Compensation Program provides an annual RSU grant sized at ~$160,000 that vests by the next annual meeting; directors may elect to take cash retainers in RSUs, but Yeaney received $40,000 in cash for 2024. No performance-conditioned metrics are disclosed for director equity.
Other Directorships & Interlocks
| Company | Public/Private | Role | Interlocks/Notes |
|---|---|---|---|
| Avaya Holdings Corp. | Public (former) | Director (2019–2023) | No current interlocks disclosed |
| Talkspace Compensation Committee Interlocks | — | — | Company reports no compensation committee interlocks or insider participation in 2024. |
Expertise & Qualifications
- Technical and analytics orientation: EE degree (RPI), marketing/strategy leadership across Red Hat, Tableau (analytics), Ellucian (edtech).
- Strategy and transformation: EVP Strategy at Red Hat; experience scaling enterprise software and GTM.
- Governance experience: Prior public company board (Avaya).
- Advanced business training: MBA (MIT).
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Beneficial Ownership (shares) | 305,476 | Includes shares owned and equity exercisable/vesting within 60 days |
| Ownership (% of outstanding) | <1% | 167,368,089 shares outstanding as of Apr 21, 2025 |
| Options Outstanding | 63,402 | As of Dec 31, 2024 |
| Unvested Stock Awards Outstanding | 50,685 | As of Dec 31, 2024 |
| Shares Pledged | Not disclosed | Company has anti-hedging policy; no pledging disclosure specific to Yeaney |
| Stock Ownership Guidelines | In place for non-employee directors; 5-year compliance window | Individual compliance status not disclosed |
Governance Assessment
- Positive signals:
- Independent director with tech/software GTM expertise; chairs Nominating & Governance and serves on Audit; deemed financially literate; solid attendance.
- Director pay is modest and equity-heavy (annual RSUs ~$160k) aligning with shareholder interests; anti-hedging and stock ownership guidelines enhance alignment.
- Watch items:
- Section 16 compliance: one Form 4 for Yeaney was filed late in 2024 (administrative lapse).
- Board includes significant shareholder-affiliated directors (e.g., Hudson Executive Capital, Qumra) which can influence dynamics; Yeaney herself is independent with no disclosed related-party ties.
Related-Party and Conflicts Check
- Policy: Audit Committee oversees related-person transactions under a formal policy; no director may approve a transaction in which they are a related person.
- Disclosure: The proxy does not describe any related-person transactions involving Yeaney.
Compliance & Attendance
- 2024 Board/Committee attendance ≥75% for all directors (including Yeaney).
- Section 16(a) reporting: one late Form 4 for Yeaney; company lists multiple late filings across several insiders; no SEC enforcement actions disclosed.
Committee Assignments Detail
| Committee | Role | 2024 Meetings | Notes |
|---|---|---|---|
| Audit | Member | 7 | Members independent; financial literacy affirmed; Warfield is financial expert/Chair |
| Nominating & Corporate Governance | Chair | 3 | Oversees board process, governance and certain ESG risks |
| Compensation | Not a member | 3 | Committee independent; uses Meridian as independent consultant |
Director Compensation (2024)
| Component | Amount |
|---|---|
| Fees Earned or Paid in Cash | $40,000 |
| Stock Awards (RSUs) | $160,189 |
| Total | $200,189 |
Risk Indicators & Red Flags
- Late insider filing: One late Form 4 by Yeaney in 2024 (administrative), not indicative of trading impropriety by itself.
- Hedging/Pledging: Hedging prohibited by policy; no pledging disclosed for Yeaney.
- Say-on-pay, legal proceedings, or other red flags: No director-specific red flags disclosed relating to Yeaney.
Notes on Board Independence and Structure
- Independence: All directors except Braunstein, Cohen, and Pawar deemed independent; Yeaney is independent.
- Leadership: Chair/CEO roles separated; independent oversight enhanced.
Overall, Yeaney brings relevant enterprise software and analytics marketing expertise, with independent status, strong committee roles (Nominating Chair; Audit member), and standard-aligned director pay/ownership structure—factors supportive of board effectiveness. Minor administrative lapse (one late Form 4) noted; no related-party conflicts are disclosed.