Youngme Moon
About Youngme Moon
Youngme Moon (age 61) is an independent director of Warby Parker (WRBY) serving since March 2018. She is the Donald K. David Professor of Business at Harvard Business School, where she has taught since June 1998, and holds a BA from Yale and an MA/PhD from Stanford. Her core credentials span strategy, branding innovation, culture, and governance across public and private boards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Harvard Business School | Donald K. David Professor of Business | Jun 1998–present | Senior academic leadership; governance and strategy perspectives |
| Whoop, Inc. (private) | Director | Current (not dated) | Private company oversight |
| Blank Street (private) | Director | Current (not dated) | Private company oversight |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Mastercard, Inc. | Director | Current (not dated) | Risk Committee (Chair); Human Resources & Compensation Committee |
| Sweetgreen, Inc. | Director | Current (not dated) | Compensation Committee; Nominating, Environmental, Social, and Governance Committee |
Board Governance
- Independence: Determined independent under NYSE listing standards; independent directors include Moon among others.
- WRBY Board class: Class II director; term expires at the 2026 Annual Meeting.
- Committee assignments (WRBY): Compensation Committee member; not Audit; not Nominating & Corporate Governance.
- Committee chair roles (WRBY): None; Compensation Committee chaired by Joel Cutler; Nominating chaired by Ronald Williams; Audit chaired by Teresa Briggs.
- Attendance and engagement: Board met 4 times in 2024; each incumbent director attended ≥75% of Board and applicable committee meetings; executive sessions of independent directors held regularly.
- Lead Independent Director: Ronald Williams appointed Lead Director in Aug 2024; presides over executive sessions.
- Hedging/pledging policy: Hedging prohibited; pledging prohibited except with Audit Committee pre-approval for Section 16 insiders.
- Clawback: Company maintains an executive compensation clawback policy administered by the Compensation Committee.
Fixed Compensation (Director – WRBY)
| Component | Amount (FY2024) | Notes |
|---|---|---|
| Annual cash retainer | $75,000 | Non-employee director standard retainer |
| Committee chair fees | $0 | Not a chair; Audit ($20k), Compensation ($15k), Nominating ($10k) paid only to chairs |
| Lead Director fee | $0 | Not Lead Director (Lead Director receives $15k) |
| Meeting fees | Not disclosed | No meeting fees disclosed |
| Total cash paid | $75,000 | As reported for 2024 |
Performance Compensation (Director Equity – WRBY)
| Grant Type | Grant Date | Shares/Units | Grant-date Fair Value | Vesting |
|---|---|---|---|---|
| Annual fully vested RSUs | Jun 2024 (annual meeting cycle) | 14,793 | $246,008 | Fully vested at grant; routine annual director grant sized at $225,000 ÷ 30-day avg price |
- Directors can elect to convert retainers into RSUs; in 2024, elections disclosed for Hunt, Singer, Williams (Moon did not elect).
- No unvested awards or stock options held by non-employee directors as of Dec 31, 2024.
Other Directorships & Interlocks
| External Company | WRBY Director(s) | Interlock/Notes |
|---|---|---|
| Sweetgreen, Inc. | Youngme Moon; Bradley Singer | Two WRBY directors serve concurrently on Sweetgreen’s board; potential information flow and alignment benefits; monitor for conflict management. |
| Mastercard, Inc. | Youngme Moon | Moon chairs Mastercard Risk Committee; relevant risk expertise for WRBY oversight; no related-party exposure disclosed. |
Expertise & Qualifications
- Academic and strategic expertise: Senior HBS professor focused on strategy, branding innovation, and culture; brings deep governance acumen.
- Public company committee leadership: Chair of Mastercard’s Risk Committee; member of HR/Comp; member of Sweetgreen’s Compensation and Nominating/ESG Committees.
- Education: BA Yale; MA and PhD Stanford.
Equity Ownership
| Holder | Class A Shares | Class B Shares | % of Class A | Notes |
|---|---|---|---|---|
| Youngme Moon | 86,942 | — | <1% | Beneficial ownership “less than one percent”; no pledging disclosed for Moon. |
- Ownership alignment: Annual fully vested RSUs and open-market holdings create skin-in-the-game, though stake is small relative to total A shares outstanding.
- Pledging/Hedging: No pledging disclosed for Moon; hedging prohibited by policy.
Governance Assessment
Key findings:
- Independence and committee service: Moon is independent and serves on the WRBY Compensation Committee (not as chair), contributing pay governance expertise augmented by external HR/Comp experience.
- Attendance and engagement: Met ≥75% threshold; Board/committees held 4/5/3 meetings respectively in 2024; regular executive sessions indicate healthy independent director dialogue.
- Compensation mix: Majority equity via fully vested RSUs ($246,008) complements modest cash retainer ($75,000), aligning director interests with shareholders without performance metrics; no options or unvested awards at year-end.
- Conflicts/related party exposure: No Moon-specific related-party transactions disclosed; company policy restricts hedging and pledging; overall low conflict risk.
- Interlocks: Dual WRBY–Sweetgreen board presence (Moon and Singer) is an information-flow interlock; oversight should ensure recusals if any counterparty matters arise.
Signals affecting investor confidence:
- Positive: Clear independence determination; strong external risk/compensation committee credentials; attendance above threshold; transparent, simple director pay structure; robust clawback and anti-hedging policies.
- Watch items: Sweetgreen interlock with another WRBY director warrants routine conflict checks; small personal ownership reduces economic alignment but consistent with market director practices.
Compensation Committee practices: WRBY’s Compensation Committee (including Moon) uses independent consultant Semler Brossy; met 5 times in 2024; advisor independence affirmed; committee oversees clawback and succession planning—supports governance quality.