Josh Silverman
About Josh Silverman
Josh Silverman was appointed as a Class I director of Maplebear Inc. (Instacart) effective August 15, 2025; his term runs until the 2027 annual meeting unless earlier ended . He is CEO of Etsy, Inc. and previously held senior roles at American Express, Skype, eBay/Shopping.com, and Greylock Partners; he co‑founded Evite. He holds a B.A. from Brown University and an MBA from Stanford GSB . There are no related‑party transactions with Instacart requiring disclosure under Item 404(a) and he signed the standard indemnification agreement .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| American Express | President, Consumer Products & Services | Jun 2011 – Dec 2015 | Led consumer product/services portfolio |
| Skype | Chief Executive Officer | Feb 2008 – Sep 2010 | Scaled consumer communications platform |
| Shopping.com (eBay) | Chief Executive Officer | Jul 2006 – Mar 2008 | Led e‑commerce price comparison site |
| eBay | Various executive roles | Pre‑2006 | Marketplace operations experience |
| Greylock Partners | Executive in Residence | Oct 2010 – Jun 2011; Oct 2015 – Apr 2017 | Venture/marketplace advisory |
| Evite | Co‑founder & Chief Executive Officer | Dec 1998 – May 2001 | Built digital invitations platform |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Etsy, Inc. | Chief Executive Officer; Director | CEO since May 2017; Director since Nov 2016 | Public company marketplace leader |
| Shake Shack Inc. | Director | Current | Restaurant brand board service |
Board Governance
- Appointment and term: Class I director effective August 15, 2025; board expanded to 10 seats with his addition .
- Committees: Instacart’s standing committees are Audit (Chair: Victoria Dolan), Compensation (Chair: Ravi Gupta), and Nominating & Corporate Governance (Chair: Michael Moritz). Silverman’s specific committee assignments were not disclosed as of the appointment 8‑K .
- Independence: Instacart’s committees require Nasdaq independence; Silverman is a non‑employee director. The 8‑K does not explicitly state “independent,” but no related‑party transactions were disclosed under Item 404(a) .
- Lead Independent Director: Lily Sarafan .
- Attendance: In FY2024 the board met 5 times; all directors met at least 75% attendance. Silverman joined in August 2025; his attendance disclosures will appear in the next proxy .
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual Board retainer | $50,000 | Paid quarterly in arrears |
| Lead Independent Director retainer | $30,000 | If serving in role |
| Audit Committee member | $15,000 | Chair: $25,000 (in lieu of member fee) |
| Compensation Committee member | $10,000 | Chair: $20,000 (in lieu of member fee) |
| Nominating & Corporate Governance Committee member | $7,500 | Chair: $15,000 (in lieu of member fee) |
| Meeting fees | None disclosed | Policy does not include per‑meeting fees |
Performance Compensation
| Grant Type | Grant Value Basis | Vesting | Key Terms |
|---|---|---|---|
| Initial RSU Grant | $250,000 grant‑date fair value | 3 equal annual installments over 3 years | Granted on initial election/appointment |
| Annual RSU Grant | $250,000 grant‑date fair value | Full vest at next annual meeting or 1‑year anniversary | Granted at each annual meeting unless waived |
| Pro‑rated Annual Grant (off‑cycle appointment) | Formula: $250,000 × fraction of days to next AGM ÷ 365, then ÷ avg. prior‑month FMV (rounded down to whole shares) | Vests on earlier of 1‑year from appointment or day prior to next AGM | Applies when appointed off AGM date (Silverman appointed Aug 15, 2025) |
| Change‑in‑Control acceleration | N/A | Full vesting of all director RSUs upon Change in Control | Subject to Continuous Service through transaction |
Notes: Directors are reimbursed for reasonable travel expenses . No director performance metrics (TSR/financial KPIs) are tied to director equity; grants are time‑based per policy .
Other Directorships & Interlocks
| Connection | Nature | Governance Consideration |
|---|---|---|
| Etsy, Inc. | CEO and director | Overboarding risk mitigated by Instacart guideline allowing up to four additional public boards for directors; no disclosed Instacart–Etsy transactions |
| Shake Shack Inc. | Director | No Instacart related‑party transactions disclosed; Instacart is grocery/retail tech, not a restaurant operator |
| Existing Instacart board relationships | NYT & Snowflake ties via other directors | Instacart disclosed commercial relationships with Snowflake (Chair Frank Slootman in 2024) and NYT (Meredith Kopit Levien) in prior filings; these involve other directors, not Silverman |
Expertise & Qualifications
- Marketplace and consumer technology operator with CEO experience at Etsy, Skype; senior product/services leadership at American Express; e‑commerce experience at eBay/Shopping.com; venture advisory at Greylock .
- Education: B.A. Public Policy (Brown); MBA (Stanford GSB) .
- Strategic fit: Deep marketplace scaling, consumer engagement, and platform monetization expertise aligned to Instacart’s marketplace and enterprise tech strategy .
Equity Ownership
- Section 16 filing: Form 3 was filed on August 19, 2025 to report initial beneficial ownership; specific share counts were not included in our excerpt .
- Hedging/pledging: Instacart’s Insider Trading Policy prohibits short sales, derivatives, hedging/monetization transactions, and pledging of company securities, supporting alignment with long‑term shareholders .
Governance Assessment
- Independence and conflicts: Non‑employee director with no Item 404(a) related‑party transactions at appointment; independence is expected for committee service under Nasdaq rules . Low conflict risk despite external CEO role; no disclosed Instacart–Etsy/Shake Shack transactions .
- Committee impact: Committee assignment not yet disclosed; his marketplace/consumer background suggests potential contribution to Compensation (human capital, incentives) or Nominating/Governance (marketplace strategy oversight). Audit membership would require independence and financial sophistication standards, which the board applies to Audit members .
- Compensation and alignment: Director pay is modest cash plus time‑based RSUs ($250k initial; pro‑rated annual for off‑cycle appointments), with full Change‑in‑Control vesting and no hedging/pledging permitted, indicating alignment and standard governance practice .
- Engagement signals: Board culture shows regular meetings and strong attendance (FY2024: 5 board meetings; each director ≥75% attendance); Silverman’s attendance record will be assessed in the next proxy .
- Say‑on‑pay environment: Instacart received >99% support for its executive say‑on‑pay in 2024, indicating constructive shareholder relations; continued annual votes expected .
Potential RED FLAGS (currently low):
- Overboarding: He serves as CEO of Etsy and director of Shake Shack in addition to Instacart; within Instacart’s guideline of ≤4 additional public boards for directors. Monitor total board load for capacity .
- Committee interlocks/conflicts: None disclosed at appointment; 8‑K confirms no reportable related‑party transactions .
Overall implication: Silverman adds seasoned marketplace operating expertise to Instacart’s board with limited conflict risk and standard, shareholder‑aligned director compensation and trading policies. Committee placement and attendance disclosures will determine near‑term governance effectiveness signals .