Denmark West
TEGNAAbout Denmark West
Independent director at TEGNA since 2024; age 54. He leads Market Intelligence and Strategic Engagements at X, The Moonshot Factory (Alphabet) since September 2021, bringing deep digital/media, corporate strategy, and M&A expertise. On TEGNA’s board he is independent and serves on the Leadership Development & Compensation Committee (LDCC) . The board held 8 meetings in 2024 with incumbent directors (including Mr. West after his July 1, 2024 appointment) attending at least 94% of their board/committee meetings .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| X, The Moonshot Factory (Alphabet) | Head of Market Intelligence & Strategic Engagements | Sep 2021 – Present | Leads market intelligence and strategic partner engagements |
| Connectivity Ventures | General Partner | Jan 2015 – Nov 2021 | Led investments and venture initiatives |
| BET Networks (Viacom) | President, Digital Media | 2004 – 2011 | Oversaw online, mobile, VOD, and ad network businesses |
| MTV Networks (Viacom Media Networks) | EVP, Strategy & Business Development | 2004 – 2011 | Corporate strategy and BD leadership |
| Microsoft | Strategy & Corporate Development roles | 1998 – 2004 | Corporate development; cloud/open-source related initiatives experience |
External Roles
- No other public company directorships disclosed in the proxy; biography notes “public company board experience” but does not list other current boards .
Board Governance
| Item | Detail |
|---|---|
| Independence | Independent director |
| Board/Committee Attendance | 2024: Board held 8 meetings; each incumbent director attended at least 94% of assigned meetings |
| Committee Assignments | Leadership Development & Compensation (member) |
| Committee Meetings (2024) | LDCC met 4 times |
| Appointment Date | Appointed to the Board effective July 1, 2024 |
| Executive Sessions | Frequent executive sessions of independent directors without management |
Fixed Compensation
| Component | Structure | 2024 Actual (West) |
|---|---|---|
| Annual Cash Retainer | $100,000 for non‑employee directors (prorated for partial year) | $33,333 (prorated from July 1, 2024) |
| Committee Chair Fees | Audit $30,000; GPPCR $20,000; LDCC $20,000 (not applicable to West) | $0 (not a chair) |
| Independent Chair Retainer | $150,000 (not applicable to West) | $0 |
| Other | TEGNA Foundation match (2024 only); paused for 2025 | $0 (no “All Other Compensation”) |
| Deferral Elections | Directors could defer cash/RSUs into DCP; West deferred all cash in 2024–2025 board year | Deferred cash retainer |
Performance Compensation
Directors receive time-based RSUs; no performance metrics are applied. Grants vest 1/4 each quarter and are paid on the first anniversary of grant (unless deferred). RSUs vest upon change in control if not assumed or upon a qualifying termination within two years post-change in control; fully vest on retirement due to by-law limits or upon death/disability. Unvested RSUs forfeit upon other departures. Directors are expected to hold all shares until meeting ownership guidelines (3x cash retainer) .
| Equity Mechanic | Details |
|---|---|
| Annual Equity Grant | $150,000 in RSUs (prorated for new directors) |
| 2024 RSU Grant (West) | $112,500 grant-date fair value (prorated) |
| Vesting | 25% per quarter post-grant; paid at 1-year unless deferred |
| Payment Form | Shares (with dividend equivalents if deferred) |
| Accelerated Vesting | CoC not assumed or double-trigger; full vesting at by-law retirement age or death/disability |
| Ownership Guideline | 3x cash retainer; West joined in 2024 and has not yet met guideline; must hold after-tax shares until compliant |
Other Directorships & Interlocks
- Compensation committee interlocks: None for the Company .
- Related-party transactions: The Company reports none since January 1, 2024; board has a related person transaction policy and requires disclosure/approval if any arise .
Expertise & Qualifications
- Extensive digital/media experience including streaming and social media; corporate development and strategy leadership (cloud and open-source exposure at Microsoft) .
- Experience leading new ventures, partnerships and transactions; oversight of online, mobile, VOD, and ad network businesses .
Equity Ownership
| Item | Amount |
|---|---|
| Beneficial Ownership (Record Date) | 8,280 shares (less than 1%) |
| RSUs Outstanding at FY-End 2024 | 2,724 vested / 5,447 unvested RSUs |
| Ownership Guideline Status | Directors must hold 3x cash retainer; all met except Dunleavy and West (joined 2024) |
| Hedging/Pledging | Prohibited for directors and employees |
| Pledged Shares | None; the Company discloses no pledging by directors/officers |
Director Compensation (Detail)
| 2024 Director Compensation (USD) | Cash Fees | Stock Awards (RSUs) | All Other | Total |
|---|---|---|---|---|
| Denmark West | $33,333 | $112,500 | $0 | $145,833 |
Governance Assessment
- Strengths: Independent status; LDCC membership supports oversight of executive pay, succession, and talent; strong boardwide attendance (≥94% in 2024); anti‑hedging/pledging policy enhances alignment; no related‑party transactions and no committee interlocks disclosed .
- Alignment: Director equity is time‑based RSUs with quarterly vesting; ownership guideline requires 3x cash retainer—West is within early service window and has deferred cash fees into stock-linked DCP, signaling alignment-in-progress .
- Shareholder sentiment: Say‑on‑pay support was 89.7% at the 2024 annual meeting, indicating broadly favorable investor views on compensation governance; board continued engagement on strategy, composition, and capital allocation in late 2024 .
- Watch items: As a recent appointee (July 1, 2024), West has not yet met ownership guidelines (expected over time); no specific individual attendance disclosed beyond board aggregate .