Coretha Rushing
About Coretha Rushing
Coretha Rushing (age 69) has served on ThredUp’s board since January 2022; she is an independent director with deep human capital and CHRO experience at Equifax and The Coca-Cola Company, and currently serves as Managing Director/Executive Coach at The ExCo Leadership Group and President of CR Consulting Alliance . She holds a Master of Education in Human Resources and Counseling from The George Washington University and a Bachelor of Science in Education from East Carolina University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Equifax Inc. | Corporate Vice President & Chief Human Resources Officer | May 2006 – Jan 2020 | Led global HR; expertise in executive compensation, talent, DEI |
| The Coca-Cola Company | Senior Vice President & Chief Human Resources Officer | Jun 1996 – Dec 2005 | Global HR leadership; large-scale workforce programs |
| The ExCo Leadership Group (formerly Merryck & Co.) | Managing Director & Executive Coach/Mentor | Feb 2020 – present | Executive coaching and leadership advisory |
| CR Consulting Alliance, LLC | President | Nov 2019 – present | HR consulting; advisor to executives and boards |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Alight, Inc. (NYSE: ALIT) | Director | Since May 2024 | Public company board service |
| Nuvei Corporation | Director | Aug 2023 – Nov 2024 | Company went private in Nov 2024 |
| 2U, Inc. | Director | Apr 2016 – Oct 2024 | Public edtech board service |
| Benefitfocus.com, Inc. | Director | Mar 2021 – Jan 2023 | Company acquired by Voya Financial in Jan 2023 |
| Spencer Stuart | External Board Member | Ongoing | Governance and executive search advisory |
| Society for Human Resource Management (SHRM) | Chair; Chair Emeritus | Prior years | Industry leadership; requested speaker on leadership/DEI |
Board Governance
- Committee assignments: Member, Compensation Committee; the Compensation Committee comprises Timothy Haley (Chair), Dan Nova, Mandy Ginsberg, and Coretha Rushing .
- Independence: Board determined Ms. Rushing is independent under SEC, Nasdaq, and LTSE standards .
- Attendance: The Board met four times in 2024; except Mr. Paransky (appointed mid-year), each director attended at least 75% of board and applicable committee meetings (includes Compensation Committee which held four meetings) .
- Board structure: Independent Chair (Patricia Nakache); all directors other than the CEO are independent; Audit, Compensation, and Nominating & ESG committees are fully independent .
Fixed Compensation
| Component | FY 2024 |
|---|---|
| Board annual cash retainer | $40,000 policy baseline |
| Committee membership fee (Compensation Committee) | $10,000 policy baseline |
| Compensation Committee chair fee (if applicable) | $15,000 policy baseline (not applicable to Rushing) |
| Actual fees earned/paid (Rushing) | $50,000 |
| Meeting fees | None disclosed |
- Cash vs RSU election: Directors may elect to receive cash retainers in fully-vested RSUs; in 1H’24, most directors (including Rushing) elected RSUs; in Q3’24, most directors again elected RSUs; in Q4’24, Rushing elected cash (only Mr. Paransky elected RSUs) .
- Non-Employee Director Compensation Policy: Chair premium $20,000; Audit chair $20,000; Audit member $10,000; Compensation chair $15,000; Compensation member $10,000; Nominating & ESG chair $15,000; Nominating & ESG member $10,000 .
Performance Compensation
| Metric/Instrument | FY 2024 |
|---|---|
| Annual RSU grant policy | $150,000 grant value; vests at earlier of first anniversary or next annual meeting; accelerates upon sale/change in control |
| Initial RSU grant (upon first election) | $300,000 grant value; 3-year annual installment vesting; accelerates upon sale/change in control |
| Actual stock awards value (Rushing) | $119,913 |
| Options for directors | Not used in 2024 for Rushing; options disclosed only for certain directors (e.g., Ginsberg, Vu) |
- Structure observations: Non-employee director equity awards are time-based RSUs; no disclosed performance-based PSUs or performance metrics for director compensation in 2024 .
Other Directorships & Interlocks
| Company | Relationship to TDUP | Potential Interlock/Conflict |
|---|---|---|
| Alight, Inc. | Unrelated HR/benefits tech platform | No ThredUp-related transaction disclosed |
| Nuvei Corporation | Payments/fintech | No ThredUp-related transaction disclosed; Nuvei went private Nov 2024 |
| 2U, Inc. | Edtech | No ThredUp-related transaction disclosed |
| Benefitfocus | Benefits software | No ThredUp-related transaction disclosed |
| Spencer Stuart | Executive search | No ThredUp-related transaction disclosed |
- Compensation Committee interlocks: None—committee members (including Rushing) were not ThredUp officers/employees and had no relationships requiring disclosure; no reciprocal board-service interlocks with ThredUp executives .
Expertise & Qualifications
- Human capital leadership: Former CHRO at Equifax and Coca-Cola; expertise in executive compensation, talent strategy, and DEI .
- Governance/board experience: Multiple public company directorships; SHRM leadership; external board role at Spencer Stuart .
- Education: M.Ed. (HR & Counseling), George Washington University; B.S., East Carolina University .
Equity Ownership
| Category | Detail |
|---|---|
| Beneficial ownership (Class A) | 132,020 shares; less than 1% |
| Beneficial ownership (Class B) | None disclosed |
| RSUs outstanding (as of 12/31/2024) | 84,504 RSUs |
| Ownership as % of shares outstanding | Less than 1% |
| Hedging/Pledging | Company policy prohibits hedging and pledging by directors |
- Director equity vesting/acceleration: Annual RSUs vest time-based; full acceleration upon company sale/change in control per policy .
Governance Assessment
- Strengths: Independent status; active role on Compensation Committee; attendance at least 75% across board/committee meetings in 2024; director compensation structure allows RSU elections, supporting alignment; company-wide anti-hedging/anti-pledging policy .
- Considerations: Dual-class structure concentrates voting power (Class B shares carry 10 votes per share), which can limit shareholder influence—context for compensation oversight and investor engagement .
- Conflicts/related parties: No related-party transactions involving Rushing disclosed; Compensation Committee reported no interlocks or insider participation concerns .
- Say-on-pay environment: As an emerging growth and smaller reporting company, ThredUp is exempt from say-on-pay requirements, which may reduce formal shareholder feedback mechanisms on executive pay (comp committee oversight remains primary) .
Citations: All facts and figures above are from ThredUp Inc. DEF 14A filed April 7, 2025.