Brian Sheth
CouchbaseAbout Brian Sheth
Brian N. Sheth (age 49) is the Founder and Chief Investment Officer of Haveli Investments and a long-time software-focused private equity investor. He holds a B.S. in Economics from the Wharton School, University of Pennsylvania . On September 24, 2025, following Haveli’s acquisition of Couchbase, he was appointed to the board of directors of the surviving (now private) Couchbase entity . Haveli became the sole owner in an all-cash transaction valuing Couchbase at ~$1.5B; Couchbase was delisted from Nasdaq upon closing .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Vista Equity Partners | Co‑founder; President | 2000–Nov 2020 | Led software buyout dealmaking; grew platform to top software acquirer |
| Bain Capital | M&A/PE professional | 1999–2000 | Technology leveraged buyouts |
| Goldman Sachs | M&A analyst/associate | 1998–1999 | Tech sectors coverage |
| Deutsche Morgan Grenfell | M&A analyst/associate | 1997–1998 | Tech sectors coverage |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Haveli Investments | Founder; Chief Investment Officer | 2021–present | CIO and Senior Managing Director (CIO since Sept 2022) |
| Blend Labs (NYSE: BLND) | Director | Current | Board biography confirms CIO role at Haveli |
| Sheth Sangreal Foundation | Co‑founder | 2011–present | Conservation and education philanthropy |
Board Governance
- Status: Appointed director of the privately held, post‑merger Couchbase on Sep 24, 2025 .
- Independence: Post‑closing, Couchbase is wholly owned by Haveli affiliates; Sheth is Haveli’s CIO. Independence classifications under Nasdaq do not apply after delisting and the ownership/control link presents inherent related‑party ties .
- Committees/Chair roles: Not disclosed for the private, post‑merger board .
- Attendance/Engagement: Not disclosed for Sheth; prior public board noted all directors ≥75% attendance in FY2025, but Sheth was not on that board .
- Lead Independent Director/Executive sessions: Pre‑merger public board practices disclosed; not applicable to Sheth’s post‑merger appointment .
Fixed Compensation
- Director retainer/fees: Not disclosed for the private, post‑merger board .
- Note: Pre‑merger outside director policy (Aug 2024) set cash retainer and committee fees, but Sheth was not then a director .
Performance Compensation
- Equity awards (RSUs/Options/PSUs): Not disclosed for Sheth as post‑merger director .
- Performance metrics: Not applicable; pre‑merger PSU metrics pertained to executives, not outside directors .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Relationship |
|---|---|---|
| Blend Labs | Director | No disclosed Couchbase commercial tie; governance link via Haveli CIO role |
| Haveli Investments | CIO; Senior MD | Controlling owner of Couchbase (change‑in‑control) |
Expertise & Qualifications
- Software private equity, buyouts, and growth investing; hundreds of tech transactions over >20 years .
- Prior leadership at Vista Equity Partners (President/Co‑founder) .
- Education: B.S., Economics, Wharton School, University of Pennsylvania .
Equity Ownership
| Reporting Person/Entity | Ownership Position | % of Class | Notes |
|---|---|---|---|
| Parent (Cascade Parent Inc. and affiliates) | Record holder of Couchbase shares post‑merger | 100% | Issuer became wholly owned subsidiary at close; trading suspended and delisted |
| Haveli Investment Management LLC | Reporting person | 100% (as reported) | Schedule 13D/A (post‑merger structure) shows 100% of class held through control chain |
| Whanau Interests LLC | Reporting person | 100% (as reported) | Sheth is Managing Member; part of control chain to Parent |
| Brian N. Sheth | Individual (deemed) | 100% (as reported) | Deemed beneficial ownership via control of Haveli/Whanau entities |
- Shares pledged/hedged: Couchbase’s insider trading policy prohibits pledging, hedging and margin arrangements by directors and employees .
Governance Assessment
- Key positives:
- Clear ownership/control structure post‑merger; sponsor accountability for outcomes .
- Formal policies (pre‑merger) prohibiting hedging/pledging—alignment-friendly if maintained post‑closing .
- Key risks and RED FLAGS:
- Controlling shareholder representation: Sheth is Haveli’s CIO and a sponsor appointee; independence is not applicable post‑delisting and related‑party exposure is inherent (board actions could favor the sponsor over minority stakeholders if any remain) .
- Board turnover: Entire public board ceased at closing; governance continuity and committee structures not disclosed for private entity .
- Leadership changes: New CEO (BJ Schaknowski) and CFO (Amir Jafari) appointed immediately post‑closing—indicative of sponsor-led strategic reset; monitor for executive retention, performance targets, and any related‑party transactions .
- Disclosure limits: As a private company, board compensation, committee oversight, and attendance are no longer publicly reported, reducing transparency .
Related Party Transactions & Conflicts
- Change in control: Haveli affiliates financed and closed the acquisition; Parent now directly owns Couchbase .
- Board appointments tied to sponsor: Sheth and Haveli Senior Managing Director Sumit Pande appointed at closing .
- Policy framework: Pre‑merger related‑person transaction policy resided with the audit committee; post‑merger governance processes are not disclosed .
Insider Trades
- Public Form 4 reporting ceased upon delisting; no public insider trade data available post‑merger .
Employment & Contracts
- Director appointment date: Effective September 24, 2025 (post‑merger) .
- No employment agreement with Couchbase disclosed; role is as board director of the private surviving corporation .
Performance & Track Record (Couchbase context)
- Transaction execution: Led sponsor side of Haveli’s ~$1.5B take‑private of Couchbase at $24.50 per share; ownership, financing sources and delisting confirmed .
- Post‑closing strategic changes: Sponsor backed leadership transition and growth plans articulated in press release .
Say‑on‑Pay & Shareholder Feedback (pre‑merger reference)
- Shareholders approved the Haveli acquisition on September 9, 2025; Couchbase transitioned to private status thereafter .
- Ongoing say‑on‑pay voting no longer applicable post‑delisting .