Claire Yenicay
Executive Vice President, Investor Relations and Corporate Communications at Townsquare Media
Executive
About Claire Yenicay
Claire Yenicay is Executive Vice President, Investor Relations and Corporate Communications at Townsquare Media (TSQ). She joined Townsquare in June 2011 after roles at Oak Hill Capital Partners and Merrill Lynch, and holds a B.S., magna cum laude, from Georgetown University . As of the 2025 annual meeting, she is 41 . While Townsquare’s proxy does not disclose her individual compensation or ownership (she is not a Named Executive Officer or director), company performance context for alignment includes revenues of $463.1M (FY22), $454.2M (FY23), and $451.0M (FY24), and EBITDA of $109.9M*, $91.98M*, and $83.21M* over FY22–FY24, alongside cumulative TSR values of $54.39 (2022), $84.83 (2023), and $79.73 (2024) . Revenues citations: FY24 , FY23 , FY22 . EBITDA values marked (*) are from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Townsquare Media | EVP, Investor Relations & Corporate Communications | 2011–present | Focused on business development/M&A; assisted in transactions totaling >$500M aggregate value |
| Oak Hill Capital Partners | Associate, Business & Financial Services Group | Not disclosed | Advised companies across BPO, equipment rental, third-party logistics |
| Merrill Lynch (Investment Banking) | Analyst/Associate (TMT M&A and capital raising) | Not disclosed | Supported telecom, media, entertainment M&A and capital raising |
External Roles
No public-company board or committee roles disclosed for Ms. Yenicay .
Company Performance Context (for alignment)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | $463,077,000 | $454,231,000 | $450,982,000 |
| EBITDA ($USD) | $109,921,000* | $91,978,000* | $83,214,000* |
| TSR (Value of $100 Investment) | $54.39 | $84.83 | $79.73 |
Values marked (*) are from S&P Global.
Fixed Compensation
- Not disclosed for Ms. Yenicay (only NEOs’ salary/bonus/perquisites are reported). The 2024–2023 NEO summary shows CEO/CFO/COO fixed salary levels and discretionary bonus framework; this section establishes TSQ practice but does not enumerate Ms. Yenicay’s pay .
Performance Compensation
- Townsquare’s executive compensation program uses discretionary annual cash bonuses aligned to defined annual corporate and individual goals; TSR and net income are not formal plan metrics .
- Long-term equity for NEOs uses time-based and performance-based awards with stock-price hurdles (VWAP) over multi-year periods; grants for 2023–2024 service had three-year vesting and VWAP thresholds at ~$12.49/$14.40/$16.40 (Dec-2023 grants) and $8.74/$10.75/$13.05 (Jan-2023 grants) . This framework indicates the company’s emphasis on stock price performance; individual metrics/weights and payouts for Ms. Yenicay are not disclosed .
Example of TSQ Performance RSU Hurdles (Company Program)
| Grant Cohort | VWAP Hurdle | Shares/Vesting | Performance Period |
|---|---|---|---|
| 2025 10-Q market-condition RSUs | $9.98 | 110,351 | 3-year; 20 consecutive trading days; subject to employment |
| 2025 10-Q market-condition RSUs | $10.43 | 110,351 | 3-year; 20 consecutive trading days; subject to employment |
| 2025 10-Q market-condition RSUs | $10.88 | 110,385 | 3-year; 20 consecutive trading days; subject to employment |
Example of TSQ Performance Options Hurdles (Company Program)
| Grant Cohort | VWAP Hurdle | Options That Vest | Terms |
|---|---|---|---|
| 2025 10-Q market-condition options | $8.24 | 49,504 | 3-year performance; 10-year term; Monte Carlo valuation |
| 2025 10-Q market-condition options | $9.62 | 49,504 | 3-year performance; 10-year term; Monte Carlo valuation |
| 2025 10-Q market-condition options | $10.99 | 49,520 | 3-year performance; 10-year term; Monte Carlo valuation |
Equity Ownership & Alignment
- Ms. Yenicay is not included in the “Security Ownership of Certain Beneficial Owners and Management” table (covers >5% holders, directors, and NEOs), so her beneficial ownership, guideline compliance, and pledged shares are not disclosed .
- Insider Trading Policy applies to officers and directors, with blackout windows, Rule 10b5-1 compliance requirements, and prohibitions on transactions in derivative securities tied to company equity; policy filing noted in TSQ’s 2024 10-K exhibits .
- Section 16 compliance note: In 2023, a Form 4 for ESPP-related option transactions was filed late by Ms. Yenicay (and two other insiders), indicating an administrative lapse rather than an intent issue; nonetheless, late filings are a minor governance flag .
Employment Terms
- Townsquare entered indemnification agreements with each of its current and former executive officers (including officers generally); indemnifies to fullest extent under Delaware law and advances expenses where applicable .
- Specific employment agreement terms (severance, change-of-control triggers, non-compete) are disclosed for NEOs, not for Ms. Yenicay. NEOs have severance multiples (1x–1.5x base+target bonus; 2x–2.5x on CIC), partial or full accelerated vesting and 24-month post-termination non-compete/non-solicit terms; these are informative for TSQ’s senior leadership framework but are not asserted for Ms. Yenicay absent disclosure .
Compensation Peer Group (Program Benchmarking)
- The Compensation Committee peer group (unchanged since 2022 for 2024 decisions) includes Audacy, Entravision, Cumulus, iHeartMedia, Magnite, DoubleVerify, Saga, Urban One, Outfront, QuinStreet, Yelp, Lee Enterprises, PubMatic, and others; WTW advised on benchmarking . The Committee’s philosophy emphasizes retention and aligning leadership’s pay positioning toward peer median–75th percentile .
Governance & Policies Relevant to Executive Officers
- Clawback (Dodd-Frank/NYSE compliant): Company must recover incentive-based compensation received by Section 16 officers on/after Oct 2, 2023 upon specified accounting restatements, regardless of fault; 3-year lookback; no indemnification for recoveries .
- Equity plan: 2014 Omnibus Incentive Plan (amended/restated May 9, 2024) governs grants, with Committee discretion to accelerate vesting or modify awards under change-in-control; awards evidenced by agreements .
Investment Implications
- Disclosure gap: Ms. Yenicay’s individual pay/ownership is not reported, limiting precision on alignment/retention analysis versus NEOs. Investors relying on insider alignment should note the absence of her personal beneficial ownership data and vesting schedule specifics .
- Program signals: Company-wide executive LTI emphasizes stock-price hurdles (VWAP), which ties a meaningful portion of senior compensation to market performance; blackout/derivative prohibitions reduce hedging misalignment risk, and Dodd-Frank clawback coverage adds downside governance protection .
- Minor red flag: One-time late Section 16 filing in 2023 for ESPP-related activity suggests administrative controls rather than intent issues; monitor future filings and any 10b5-1 plan adoptions for trading pressure around vest dates .
- Company performance trend: Revenues and EBITDA have declined FY22→FY24 amid impairments and higher interest burden, while TSR improved in 2023 then softened in 2024; this backdrop may influence bonus discretion and LTI realizability for executives broadly, including IR leadership tasked with investor communications and capital markets positioning . Values marked (*) are from S&P Global.