John T. Chambers
About John T. Chambers
Independent director of Bloom Energy (BE) since August 2018; age 75. Founder & CEO of JC2 Ventures and former Cisco Chairman & CEO, credited with scaling Cisco from ~$1B to >$47B in revenue, bringing deep expertise in global scaling, partnerships, and cybersecurity; currently serves on BE’s Compensation Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| JC2 Ventures | Founder & CEO | 2017–present | Venture investing; technology commercialization perspective |
| Cisco Systems | Chairman | 2006–2015 | Led global scaling, partnerships, organizational development |
| Cisco Systems | Executive Chairman | 2015–2017 | Oversight of strategy and governance post-CEO tenure |
| Cisco Systems | CEO | 1995–2015 | Grew revenue to >$47B; global operations leadership |
| Cisco Systems | President | 1995–2006 | Executive leadership, scale-up |
| Wang Laboratories | SVP U.S. Operations and other roles | 1982–1990 | Enterprise operations experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| US-India Strategic Partnership Forum | Chairman | n/a | Bilateral policy and economic development engagement |
| French Tech | Global Ambassador | Appointed by President Macron | Tech ecosystem advocacy and global network |
| Sprinklr, Inc. | Director | 2017–2023 | Public-company governance experience (prior) |
Board Governance
- Independence: Board determined Chambers is independent under NYSE/SEC rules; all committee members are independent .
- Committee assignment: Compensation and Organizational Development Committee (member) .
- Attendance/engagement: In 2024, Board held 6 meetings; Compensation Committee held 5 meetings. All directors attended at least 75% of applicable meetings; average attendance 97% (Boskin 73.3%); independent directors met in executive session at every regularly scheduled Board meeting .
- Overboarding controls: Directors limited to ≤5 public boards (including BE); CEOs of public companies limited to ≤3; Audit members subject to limits on other audit committees .
Fixed Compensation
| Component | FY 2024 | Notes |
|---|---|---|
| Board cash retainer | $70,000 | Standard annual retainer |
| Compensation Committee member fee | $10,000 | Member fee (no chair role) |
| Total cash fees earned | $80,000 | Reported for Chambers |
Performance Compensation
| Award Type | Grant Date Fair Value (FY 2024) | Units Outstanding | Vesting Schedule | Strike Basis | Notes |
|---|---|---|---|---|---|
| Stock options (annual director grant election) | $315,923 | 31,104 stock options outstanding (12/31/2024) | Same schedule as annual RSU grant; vests at the next Annual Meeting | Options granted at closing price on grant date | Chambers elected options in lieu of RSUs under the 2024 program; RSUs vest at next Annual Meeting |
No director performance metrics (e.g., revenue/EBITDA/TSR targets) are tied to non-employee director equity awards; annual grants vest time-based at the next Annual Meeting .
Other Directorships & Interlocks
| Company/Entity | Role | Years | Potential Interlock/Conflict |
|---|---|---|---|
| Current public-company boards | None | n/a | Within BE overboarding limits; no current interlocks disclosed |
| Sprinklr, Inc. | Director | 2017–2023 | Prior role; no current interlock |
| US-India Strategic Partnership Forum | Chairman | n/a | Policy role; no BE related-party transaction disclosed |
Expertise & Qualifications
- Senior leadership and global scaling: 20+ years leading Cisco; expertise in partnerships, channel development, organizational design, human capital .
- Cybersecurity and technology commercialization: Years of communications technology leadership; startup mentoring through JC2 .
- Government/public policy: Engagements across global governments; strategic policy perspective relevant to energy markets .
Equity Ownership
| Item | Amount | As of | Notes |
|---|---|---|---|
| Beneficial ownership (Class A) | 404,812 shares | Feb 28, 2025 | Includes 293,333 shares held by JC2 Investments LLC; <1% of outstanding shares |
| Deferred stock units (DSUs) | 30,991 DSUs (right to) | Feb 28, 2025 | Under director Deferred Compensation Plan; not in % calc |
| Options exercisable within 60 days | Not listed for Chambers | Feb 28, 2025 | Footnotes list options exercisable for several insiders; Chambers’ specific “within 60 days” figure is not disclosed in footnotes |
| Outstanding stock options | 31,104 | Dec 31, 2024 | Per director equity table |
| Ownership policy compliance | 4x cash retainer minimum; 100% director compliance in 2024 | 2024 | BE prohibits hedging/pledging; directors must retain net shares until compliant |
Governance Assessment
- Committee role and oversight: As a Compensation Committee member, Chambers participated in aligning executive pay with strategy, including adoption of PSUs/PSOs, consultant refresh (Meridian), peer group updates, and CEO equity redesign; committee held 5 meetings in 2024 .
- Independence and alignment: Board and all committees are 100% independent (excluding CEO); director stock ownership guidelines (4x retainer) and prohibition on hedging/pledging strengthen alignment .
- Attendance and engagement signal: Board and committee cadence with high average attendance (97%) and regular independent executive sessions supports effective oversight; no attendance shortfall disclosed for Chambers .
- Potential conflicts/related-party exposure: Proxy details related-party transactions (e.g., SK ecoplant) and specific relationships for other directors (Immelt training payment; McKinsey payments) but no related-party transactions disclosed for Chambers; beneficial holdings include JC2 Investments LLC, standard disclosure with no pledging noted .
- Board structure considerations: Classified board, supermajority provisions, and stockholder action limits exist; balanced by Lead Independent Director authority and full committee independence. These are broader governance context items, not Chambers-specific, but influence board effectiveness .
RED FLAGS: None disclosed specific to Chambers (no related-party transactions, no pledging/hedging, within overboarding limits, independent committee membership) .