Greg Schott
ConfluentAbout Greg Schott
Independent director and Lead Independent Director of Confluent (CFLT), age 60, serving on the Board since June 2020. Former Executive Chairman of Veev, CEO/Chairman of MuleSoft, and senior leader at Salesforce, with a B.S. in Mechanical Engineering (NC State) and an MBA (Stanford GSB). Class I nominee for re‑election in 2025 to serve through the 2028 annual meeting.
Past Roles
| Organization | Role | Tenure | Notes/Impact |
|---|---|---|---|
| MuleSoft, LLC | Chairman & CEO | 2009–2018 | Scaled enterprise integration platform; sold to Salesforce in 2018 (role tenure disclosed) |
| Salesforce.com, Inc. | Leadership positions | Jun 2018–Mar 2020 | Senior operating roles in cloud software |
| Veev, Inc. | Executive Chairman | Oct 2022–Nov 2023 | Building technology company oversight |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Veev, Inc. | Executive Chairman | Oct 2022–Nov 2023 | Chair role; governance oversight |
| MuleSoft, LLC | Chairman & CEO | 2009–2018 | Strategic leadership; scaling and exit |
| Salesforce.com, Inc. | Leadership roles | Jun 2018–Mar 2020 | Operational leadership in cloud |
Board Governance
- Independence: Board determined all non‑employee directors, including Schott, are independent under Nasdaq rules.
- Lead Independent Director: Provides leadership where Chair/CEO roles may conflict; presides over executive sessions of non‑management directors.
- Committee memberships:
- Compensation Committee member (chair until Feb 2024; chair role transitioned to Alyssa Henry).
- Nominating & Governance Committee member; chair is Michelangelo Volpi.
- Attendance and engagement:
- FY2024: Board met 6 times; each director attended ≥75% of aggregate Board and committee meetings; seven of nine directors attended the 2024 annual meeting.
- FY2023: Board met 6 times; each director attended ≥75% of aggregate meetings; seven directors attended the 2023 annual meeting.
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | $61,000 | $61,613 |
| Stock Awards ($) | $174,982 | $199,979 |
| Total ($) | $235,982 | $261,592 |
Director retainer structure (2024):
- Board member: $30,000
- Lead Independent Director: $18,000
- Compensation Committee member: $7,500
- Nominating & Governance Committee member: $5,000
Performance Compensation
| Equity Component | 2024 Award Value / Outstanding | Vesting | Change-of‑Control Treatment |
|---|---|---|---|
| Annual RSU grant | $200,000 grant at close of annual meeting (June 12, 2024) | Fully vests by next annual meeting or first anniversary of grant date | All outstanding director equity and any annual cash-in‑lieu awards fully vest immediately prior to closing of a Change in Control |
| RSUs outstanding (12/31/2024) | 7,160 units | Time-based per policy; see above | Full acceleration on Change in Control |
| Options outstanding (12/31/2024) | 450,944 shares underlying options | Not performance-based; exercisable per option terms | Director equity accelerates per policy |
No director performance metrics (e.g., TSR, revenue/EBITDA targets) are tied to Schott’s director equity; awards are time‑based RSUs per policy.
Other Directorships & Interlocks
- Compensation Committee interlocks: None; no members were officers/employees, and no executive officer served on a board/compensation committee of an entity with interlocks to Confluent.
- Current public company directorships for Schott: not disclosed in the proxy biography (only prior operating roles are listed).
Expertise & Qualifications
- Technical and operating expertise in enterprise integration, cloud software, and scaling technology businesses; prior CEO and executive chair experience.
- Education: B.S. Mechanical Engineering (NC State); MBA (Stanford GSB).
- Governance leadership as Lead Independent Director.
Equity Ownership
| Item (as of March 31, 2025 unless noted) | Amount |
|---|---|
| Class A shares beneficially owned | 7,865 (includes 5,399 direct and 2,466 via personal trust) |
| Class B shares underlying options exercisable within 60 days | 450,944 (all vested within 60 days of March 31, 2025) |
| Ownership percentage | Less than 1% of total voting power (star in table denotes <1%) |
| RSUs outstanding (12/31/2024) | 7,160 |
Alignment policies:
- Stock ownership guidelines: Non‑employee directors must hold ≥5x total annual cash retainer; all non‑employee directors were in compliance as of Dec 31, 2024.
- Insider Trading Policy prohibits hedging, short sales, and pledging of Company stock.
Governance Assessment
- Positive indicators:
- Independent status and service as Lead Independent Director enhance board oversight and investor protections.
- Active roles on Compensation and Nominating & Governance Committees support influence on pay discipline, succession, and board composition; comp committee independence affirmed.
- Attendance threshold met and consistent meeting cadence indicate engagement.
- Ownership guideline compliance and anti‑hedging/pledging policy support alignment with shareholders.
- Monitoring points:
- Change-in‑control acceleration for director equity may be viewed as shareholder‑unfriendly by some, though it is common; investors should monitor potential transaction incentives.
- Director compensation increased in 2024 (annual RSU value up to $200,000, cash retainers modestly higher), reflecting market benchmarking; continued oversight is warranted to avoid pay inflation.
No related‑party transactions involving Schott are disclosed; the Audit Committee oversees related person transactions under a formal policy.