Ted Schlein
CHEGGAbout Ted Schlein
Ted Schlein (age 61) is an independent Class I director of Chegg, serving since December 2008. He is a General Partner at Kleiner Perkins and Chairman/General Partner at Ballistic Ventures, with prior executive experience at Symantec (1986–1996; Vice President of Enterprise Products). He holds a B.A. in Economics from the University of Pennsylvania, and brings deep technology, cybersecurity, AI/innovation, risk management, and public board experience to Chegg’s board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Symantec Corporation | Various executive positions; VP Enterprise Products | 1986–1996 | Enterprise security software operating experience |
| Kleiner Perkins | General Partner | Since Nov 1996 | Venture investing; technology company governance |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ballistic Ventures | Chairman and General Partner | Not disclosed | Cybersecurity-focused venture investing |
| Various privately held companies | Director | Current (not individually listed) | Board roles across private technology companies |
Board Governance
- Independence: The board affirmed Schlein’s independence under NYSE standards; he also meets SEC/NYSE independence for audit committee service .
- Committee assignments (2024): Audit Committee member; Governance & Sustainability Committee member .
- Committee assignments (2023): Audit Committee member; Governance & Sustainability Committee member .
- Attendance: In 2024, each director attended at least 75% of board and committee meetings; all directors attended the June 5, 2024 annual meeting .
- Board leadership: Co-Chairs (Rosensweig, Sarnoff) in 2024; anticipated lead independent director transition to Marne Levine in 2025 .
- Director commitments policy: Maximum four public company boards, including Chegg .
- ESG/oversight: Governance & Sustainability Committee oversees ESG; Audit Committee oversees cybersecurity and financial risk .
| 2024 Meetings | Board | Audit | Compensation | Governance & Sustainability |
|---|---|---|---|---|
| Count | 8 | 5 | 10 | 5 |
Fixed Compensation
| Year | Board Retainer (Cash) | Committee Member Fees (Cash) | Committee Chair Fees (Cash) | Total Cash Fees |
|---|---|---|---|---|
| 2023 | $40,000 | $20,000 (two committees) | $0 (not a chair) | $60,000 |
| 2024 | $40,000 | $20,000 (two committees) | $0 (not a chair) | $60,000 |
Notes:
- Policy: $40,000 annual board retainer; $10,000 per committee membership; $20,000 per committee chair. Co-Chair retainer moved to $75,000 cash in 2024 (not applicable to Schlein) .
Performance Compensation
| Year | RSU Grant Value (Fair Value) | RSU Shares Granted | Grant Timing | Vesting |
|---|---|---|---|---|
| 2023 | $199,999 | 19,305 | Immediately after June 7, 2023 annual meeting (policy) | 100% at one-year anniversary |
| 2024 | $199,997 | 54,347 | Immediately after June 5, 2024 annual meeting (policy) | 100% at one-year anniversary |
Additional terms:
- Director RSUs accelerate and vest in full upon change of control .
- Amended 2025 equity plan includes clawback, double-trigger vesting on change of control (full vesting if awards not assumed), no excise tax gross-ups, no dividends on unvested awards, and caps on director compensation .
Other Directorships & Interlocks
| Category | Entity | Role | Notes |
|---|---|---|---|
| Public company boards (current) | — | — | None disclosed |
| Private company boards | Various | Director | Multiple private company boards (not individually listed) |
| Compensation committee interlocks | — | — | None; Schlein was not on the Compensation Committee in 2024; members had no Item 404 relationships |
Expertise & Qualifications
- AI and technology innovation; cybersecurity; risk management; finance/accounting; brand/marketing; public board; international; education; sustainability; senior executive experience (per board skills matrix) .
- Technology operator and investor track record (Symantec; Kleiner Perkins; Ballistic Ventures) .
Equity Ownership
| Date (Record) | Beneficially Owned Shares | % of Outstanding | Breakdown | RSUs/Options Status |
|---|---|---|---|---|
| Apr 8, 2024 | 280,879 | 0.277% (computed from 101,569,333) | 200,409 (personal) + 80,470 (Schlein Family Trust) | RSUs outstanding: 19,305 ; Options: none |
| Apr 7, 2025 | 274,061 | 0.260% (computed from 105,376,973) | 219,714 (personal) + 54,347 RSUs vesting within 60 days | RSUs outstanding: 54,347 ; Options: none |
Policies and alignment:
- Director ownership guideline: Minimum 3x annual retainer ($120,000) in Chegg equity; all non-employee directors in compliance .
- Insider trading policy prohibits hedging and pledging; any pledge requires preclearance; the policy is enforced without exceptions disclosed for directors in 2024–2025 .
Governance Assessment
-
Strengths:
- Independent director with relevant technology/cybersecurity expertise; serves on risk-centric Audit and Governance & Sustainability committees .
- Attendance/engagement: Met ≥75% meeting participation in 2024; attended annual meeting .
- Alignment: Significant equity holdings; fixed/equity mix consistent with policy; RSU vesting tied to service; compliance with director ownership guidelines .
- No related-party transactions requiring Item 404 disclosure during 2024–2025; no compensation committee interlocks .
-
Monitoring items:
- Venture capital affiliations (Kleiner Perkins, Ballistic Ventures) may create potential perceived conflicts if Chegg were to transact with portfolio companies; however, Chegg reported no Item 404 related-party transactions since Jan 1, 2024 and maintains a related-party transaction review/approval policy via Audit Committee chair .
- Change-of-control acceleration for director RSUs exists; Amended Plan mitigates with double-trigger requirements and other shareholder-protective features .
-
Shareholder signals:
- Say-on-pay support (company-level): 82.0% approval in 2024; 84.8% in 2023, indicating generally positive investor alignment with compensation frameworks .
-
RED FLAGS: None disclosed for Schlein regarding related-party transactions, hedging/pledging, or low attendance in 2024–2025 .
Overall, Schlein’s independent status, risk oversight roles, and technology/cybersecurity credentials support board effectiveness. Equity-based compensation and stock ownership guidelines promote alignment, while robust policies (clawback, anti-hedging/pledging, related-party reviews) mitigate governance risks .