Cristina Nuñez
About Cristina Nuñez
Cristina Nuñez, age 40, has served as an independent director of Verano Holdings Corp. (VRNOF) since February 11, 2021. She is Co‑Founder & General Partner of True Beauty Ventures (founded April 2020) and previously held operating leadership roles at Clark’s Botanicals (COO/GM, 2017–2019) and Laura Geller Beauty (2014–2017); earlier she worked at Tengram Capital Partners, L Catterton and UBS. She graduated magna cum laude from Duke University in May 2007 with a BA in Public Policy Studies and Political Science. Her board-relevant credentials include capital markets and financial analysis experience, scaling emerging consumer brands, and compensation governance as Chair of the Compensation Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| True Beauty Ventures | Co‑Founder & General Partner | Apr 2020–Present | Growth investing across beauty/wellness; brings capital markets and scaling expertise to VRNOF board . |
| Clark’s Botanicals | COO & GM | May 2017–Apr 2019 | Led operations and international ecommerce; relevant to consumer brand scaling . |
| Laura Geller Beauty | Operating/Exec roles | Oct 2014–May 2017 | Executive leadership in prestige makeup; marketing and operations experience . |
| Tengram Capital Partners; L Catterton; UBS | Investing/IB roles | ~7 years prior to 2014 | Financial analysis, deal execution; adds capital markets perspective to board oversight . |
External Roles
| Organization Type | Role | Notes |
|---|---|---|
| Haircare manufacturer (private) | Board member | TBV portfolio company . |
| Skincare products manufacturer (private) | Board member | TBV portfolio company . |
| Adaptogenic supplements/skincare/foods company (private) | Board member | TBV portfolio company . |
| Consumer brands wellness company (private) | Board member | TBV portfolio company . |
| Makeup company (private) | Board member | TBV portfolio company . |
| Cannabinoid‑based supplements company (private) | Board member | TBV portfolio company; adjacent space to cannabis . |
| Two private skincare companies; haircare products company | Board observer | TBV portfolio companies . |
| Other public company boards | — | None; only Mr. Hirsh serves on another U.S. reporting issuer (Mondee Holdings, Inc.) . |
Board Governance
- Committee assignments: Audit Committee member (financially literate; not an “audit committee financial expert”); Compensation Committee Chair; independent director under Nasdaq/Cboe/NI 52‑110 standards .
- Committee composition and activity:
- Audit Committee (2024 members: Hirsh, Mueller, Nuñez; 4 meetings in FY2024; Hirsh Chair) .
- Audit Committee (FY2023: held 6 meetings; members included Nuñez, Hirsh, Mueller) .
- Audit Committee (FY2022: held 4 meetings; all members attended 100% during their tenures) .
- Compensation Committee (2024 members: Nuñez Chair; Hirsh; Mueller) .
- Compensation Committee (FY2023: held 6 meetings; Nuñez Chair) .
- Independence and board structure:
- Independent directors: Mueller, Nuñez, Hirsh (no lead independent director; Chair is CEO) .
- Policies adopted: Audit and Compensation Committee charters; corporate governance guidelines; majority voting; whistleblower; insider trading; stock ownership policy; clawback; related party policy .
- Hedging: Directors/officers prohibited from hedging or offsetting company securities under insider trading policy .
Fixed Compensation
| Metric (USD) | FY2022 | FY2023 | FY2024 |
|---|---|---|---|
| Cash retainer (annual) | $45,000 | $50,000 | $50,000 |
| Committee chair retainer | — | $10,000 (Comp Chair) | $10,000 (Comp Chair) |
| Total fees earned (cash) | $45,000 | $60,000 | $60,000 |
Notes: In FY2023, Nuñez and Hirsh received $10,000 each as committee chairs (Comp and Audit, respectively) . In FY2024, Nuñez received $10,000 for Compensation Chair .
Performance Compensation
| Grant Feature | FY2023 | FY2024 |
|---|---|---|
| Annual RSU grant | 85,911 shares; grant date 6/1/2023; fair value $253,171; vests in 4 equal tranches at 12, 18, 24, 30 months from 6/1/2023, service‑based . | 15,138 shares; grant date 6/1/2024; fair value $62,490; vests in 4 equal tranches at 12, 18, 24, 30 months from 6/1/2024, service‑based . |
| Special RSU grant | 34,908 shares; grant date 6/1/2023; fair value $102,871; “longevity” grant; 25% vested on 6/1/2023; thereafter 25% vests on each 6‑month anniversary, service‑based. As of 12/31/2023, 17,454 shares had vested . | — |
| Annual cash award (long‑term) | — | $62,500 cash award; grant date 6/1/2024; vests in 4 equal tranches at 12, 18, 24, 30 months from 6/1/2024, service‑based . |
| Director compensation totals | Stock awards total $356,042; cash fees $60,000; total $416,042 . | Stock awards fair value $62,490; cash award $62,500; cash fees $60,000; total $184,990 . |
| Performance metrics | None disclosed for director awards; all vesting is time‑based service (no revenue/EBITDA/TSR metrics) . |
Compensation mix analysis (facts): RSU grant size decreased from ~$356k in 2023 to ~$62.5k in 2024, and a new $62.5k long‑term cash award was introduced (both time‑vested), while cash fees remained $60k; awards vest over 12–30 months .
Other Directorships & Interlocks
- Public company directorships: None for Nuñez (only Hirsh serves on Mondee Holdings, Inc.) .
- Compensation Committee interlocks: None; Nuñez (Chair), Hirsh, Mueller had no related‑party relationships requiring disclosure in FY2024 (same conclusion in FY2023 and FY2022) .
Expertise & Qualifications
- Financially literate (Audit Committee member) but not designated an “audit committee financial expert” .
- Capital markets/investment background from private equity and investment banking; operating leadership in beauty/wellness consumer brands; supports scaling, marketing, and strategic planning oversight .
- Education: Duke University BA, magna cum laude, Public Policy & Political Science (May 2007) .
Equity Ownership
| As‑of Record Date | Shares Beneficially Owned | % of Subordinate Voting Shares Outstanding |
|---|---|---|
| 2023 Proxy Record Date | 45,059 | <1% |
| 2024 Proxy Record Date | 72,559 | <1% |
| 2025 Proxy Record Date | 128,026 | <1% |
Additional details:
- 2023 RSU vesting status: As of 12/31/2023, her 85,911 annual RSUs remained unvested; special 34,908 RSUs had vested into 17,454 shares .
- No pledging or hedging by Nuñez disclosed; company policy prohibits director/officer hedging .
Governance Assessment
- Independence and roles: Nuñez is one of three independent directors and chairs the Compensation Committee, providing a counterbalance to a combined Chair/CEO structure without a lead independent director .
- Committee effectiveness: Active engagement evidenced by six Compensation Committee meetings in 2023 and Audit Committee meetings (six in 2023; four in 2024). Audit Committee members (including Nuñez) achieved 100% attendance in FY2022; later periods’ attendance rates not specifically disclosed .
- Pay and alignment: Director compensation combines cash retainers with time‑vested RSUs (and, in 2024, time‑vested cash awards). No performance‑conditioned equity or bonus metrics are disclosed for directors; ownership increased from 45,059 (2023) to 128,026 shares (2025), though still <1% of shares outstanding .
- Conflicts/related‑party: No related‑party transactions requiring disclosure for Nuñez; board maintains a Related Party Policy. Broader company‑level related‑party matters (CEO share pledging; other transactions) were addressed by the Audit Committee; none implicated Nuñez .
- Risk indicators & red flags (Nuñez‑specific): None disclosed (no hedging/pledging; no related‑party transactions; committee interlocks clean) .
Overall signal for investors: An independent director with capital markets and operating experience who chairs the Compensation Committee; compensation for directors shifted in 2024 toward smaller RSUs plus a time‑vested cash award, while ownership increased modestly year‑over‑year; no Nuñez‑specific conflict red flags disclosed .