Marne Levine
About Marne Levine
Marne Levine, age 54, is an independent director nominee to the Board of Clear Secure, Inc. (YOU), bringing senior operating, partnerships, and policy experience from Meta/Instagram and prior U.S. government roles; she holds a B.A. from Miami University and an MBA from Harvard Business School . The Board has affirmatively determined she is independent under NYSE rules; as a 2025 nominee, she was not a YOU director during 2024 .
Past Roles
| Organization | Role | Tenure (as disclosed) | Committees/Impact |
|---|---|---|---|
| Meta Platforms, Inc. | Chief Business Officer | 2021–2023 | Led global business; executive leadership and scaling experience |
| Meta Platforms, Inc. | VP, Global Partnerships, Business & Corp Dev | 2019–2021 | Partner ecosystem and corp dev leadership |
| Instagram (Meta) | Chief Operating Officer | 2014–2019 | Scaled operations globally; helped turn Instagram into a business |
| Meta Platforms, Inc. | VP, Global Policy | 2010–2014 | First VP of Global Policy; policy/government interface |
| The White House (NEC) | Chief of Staff, NEC; Special Assistant to the President for Economic Policy | (pre-2010; dates not separately specified in proxy) | Economic policy execution |
| Revolution Money | Head of Product Management | 2007–2009 | Payments start-up sold to American Express |
| Harvard University | Chief of Staff to Larry Summers (President) | 2001–2003 | Senior administrative leadership |
| U.S. Department of Treasury | Leadership roles (began career) | Began 1993 (additional dates not specified) | Treasury leadership experience |
External Roles
| Organization | Type | Role | Tenure/Status |
|---|---|---|---|
| Chegg, Inc. (NYSE: CHGG) | Public company | Director | Since 2013 |
| Everview Partners, L.P. | Private investment firm | Director | Since 2025 |
| Results for America | Non-profit | Director | Current |
| Sandberg Goldberg Bernthal Family Foundation | Non-profit | Director | Current |
| Rock and Roll Hall of Fame | Non-profit | Director | Current |
Board Governance
- Independence: The Board determined Levine is an “independent director” under SEC/NYSE rules .
- Committee assignments: Not listed on any YOU Board committee in 2024; she is a new nominee for 2025 (no committee roles disclosed yet) .
- Attendance baseline: YOU’s Board met six times in 2024; all then-serving directors attended ≥75% of their meetings; as a 2025 nominee, Levine had no 2024 attendance record at YOU .
- Lead Independent Director: Jeffery H. Boyd; responsibilities include presiding over executive sessions, agenda/materials review, and stockholder liaison .
- Executive sessions: Independent directors meet in executive session at least annually; non-management directors meet at least quarterly in executive session .
- Director stock ownership guidelines: Directors must own YOU stock valued at ≥5x the annual cash retainer; adopted February 2025, with 5-year compliance window and 50% retention if below threshold .
- Hedging/pledging: Company prohibits hedging and pledging of Company securities by directors and employees .
Fixed Compensation
| Component | Amount/Terms | Notes |
|---|---|---|
| Annual Cash Retainer | $35,000 | Standard non-executive director cash retainer |
| One-Time New Director Equity Award | $350,000 in RSUs | Granted at initial appointment/election; vests in 3 equal annual installments |
| Annual Equity Retainer | $175,000 in RSUs | Granted at annual meeting; vests by next annual meeting or 1-year anniversary |
| Lead Independent Director Fee | $30,000 | Additional cash for LID (not applicable to Levine) |
| Audit Chair Fee | $20,000 | Committee chair fee (if applicable) |
| Compensation Chair Fee | $12,000 | Committee chair fee (if applicable) |
| Nominating & Gov Chair Fee | $8,000 | Committee chair fee (if applicable) |
| Elective Deferral | Cash retainer may be taken in RSUs; RSU settlement deferral allowed | Program adopted Feb 2025; RSUs vest quarterly over one year if taken in lieu of cash |
Note: Levine did not serve as a YOU director during 2024; she does not appear in the 2024 Director Compensation Table (reflecting fees/RSUs for those serving in 2024) .
Performance Compensation
- Directors receive time-based RSUs; there are no performance-based metrics or options disclosed for non-executive director compensation at YOU .
- Equity cadence and vesting schedules are as above in Fixed Compensation; RSUs are granted under the 2021 Omnibus Incentive Plan and vest per time-based schedules .
Other Directorships & Interlocks
| Company | Relationship to YOU | Relevance |
|---|---|---|
| Chegg, Inc. (NYSE: CHGG) | Appears in YOU’s executive compensation peer group | Potential “peer interlock” consideration: Levine serves on Chegg’s board while CHGG is used in YOU’s comp benchmarking; not a related-party transaction but a governance data point |
- No related-party transactions involving Levine are disclosed in the Company’s “Certain Relationships and Related Party Transactions” section (which details operating agreements, exchange agreement, registration rights, TRA, and specific transactions such as Delta repurchases) .
- Compensation Committee Interlocks: 2024 Compensation Committee members are listed and none had relationships requiring Item 404 disclosure; Levine was not on the 2024 committee .
Expertise & Qualifications
- Executive leadership and scaling: Instagram COO (2014–2019), Meta CBO (2021–2023) .
- Partnerships/business development: Meta VP Global Partnerships/Business/Corp Dev (2019–2021) .
- Policy/government: First VP Global Policy at Meta; NEC Chief of Staff; U.S. Treasury leadership roles .
- Education: B.A. in political science and communications (Miami University); MBA (Harvard Business School) .
Equity Ownership
- Beneficial ownership: Levine is not listed among YOU’s beneficial owners, current directors, and executive officers as of March 31, 2025; she is a 2025 nominee and did not serve in 2024 .
- Director stock ownership guidelines: 5x annual cash retainer target within 5 years; RSUs count (PSUs do not) for directors; 50% net share retention if guidelines not yet met .
- Hedging/pledging prohibited .
Insider Trades
| Date | Transaction | Shares | Price | Notes |
|---|---|---|---|---|
| — | — | — | — | No insider transactions by Levine are disclosed; she was not a YOU director/officer in 2024 and thus not a reporting person at YOU during that period . |
Governance Assessment
- Strengths for Board effectiveness: Independent status; deep operating/monetization background from Meta/Instagram; policy acumen likely valuable for security, privacy, and regulatory oversight central to YOU’s business model .
- Alignment mechanisms: Director equity delivered in RSUs, stock ownership guidelines (5x retainer), and anti-hedging/pledging enhance alignment with investors .
- Attendance/engagement baseline: Board met six times in 2024; directors met ≥75% threshold; Levine’s attendance will be monitored upon election .
- Potential conflicts/RED FLAGS: None disclosed specific to Levine (no related-party transactions reported; independence affirmed). Watch item: She serves on Chegg’s board, which is in YOU’s compensation peer group—monitor for any compensation consultant oversight and committee-process rigor to mitigate any perceived benchmarking bias .
- Structural considerations: YOU is a “controlled company” but elects to comply with NYSE independence requirements, with fully independent key committees—supportive for governance quality as Levine joins .