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Steven Sordello

Director at CompassCompass
Board

About Steven Sordello

Independent director of Compass, Inc. since November 2020; age 55; former CFO of LinkedIn (2007–2022) with deep experience in strategy, operational/financial management, and M&A. He holds a B.S. in Management and an MBA from Santa Clara University; current COMP board term expires in 2027 and he serves on the Audit and Nominating & Corporate Governance Committees .

Past Roles

OrganizationRoleTenureCommittees/Impact
LinkedInCFO; later SVP & CFO Emeritus2007–2022Led finance at scale; IPO-to-Microsoft integration experience
TiVoCFO2006–2007Public-company finance leadership
AskJeevesCFO1999–2005Growth-stage tech CFO
Adobe SystemsSenior roles1994–1999Operating and finance experience in software
SyntexSenior roles1992–1994Pharma operating roles

External Roles

OrganizationRoleTenureNotes
Atlassian CorporationDirectorSince 2015Current public company directorship
Grafana LabsBoard memberSince Sept 2024Technology/private company board
Santa Clara UniversityTrustee; Chair, Finance CommitteeSince 2013Governance/finance oversight

Board Governance

  • Independence: Board determined Sordello is independent under NYSE rules; all board committee members are independent; Audit Committee members (including Sordello) are financially literate .
  • Committee assignments: Audit Committee (member); Nominating & Corporate Governance Committee (member). 2024 meetings: Audit 5; Nominating 4; Compensation 5 .
  • Attendance: The Board met 8 times in 2024; all directors attended at least 75% of aggregate Board and committee meetings; all directors attended the 2024 annual meeting .
  • Board leadership: CEO Robert Reffkin is Chair; Charles Phillips is Lead Independent Director; regular executive sessions of independent directors are held .

Fixed Compensation

ComponentPolicy Amount (USD)2024 Actual for Sordello (USD)
Board member annual cash retainer$50,000 $50,000
Audit Committee member fee$10,000 $10,000
Nominating & Corporate Governance member fee$5,000 $5,000
Total cash$65,000 (sum for his roles) $65,000
  • Cash vs equity mix in 2024: Cash $65,000 ; equity grant fair value $212,620 ; total $277,620 → cash ~23% / equity ~77% (based on disclosed values) .

Performance Compensation

Equity ComponentGrant DetailValue/UnitsVesting
Annual Director RSUPolicy annual RSU award following annual meeting$225,000 policy target Vests fully at earlier of next annual meeting or one year; service-based
2024 Director RSU (Sordello)Annual grant57,310 RSUs; fair value $212,620 Annual vest schedule per director policy
  • No performance-based equity or cash metrics are used for non-employee director pay at COMP; director equity is time-based RSUs under the 2021 EIP .

Other Directorships & Interlocks

CompanyRoleCommitteesPotential Interlock/Conflict
Atlassian CorporationDirector Not disclosedNo COMP-related transactions disclosed; unrelated industry (software)
Prior: ClouderaFormer Director Not disclosedNo COMP-related transactions disclosed
  • Related-party transactions: None required to be reported since start of fiscal 2024 .

Expertise & Qualifications

  • Financial leadership: Multi-decade CFO experience (LinkedIn, TiVo, AskJeeves) and public-company board governance (Atlassian) .
  • Technology and M&A: Deep operational/financial management in tech; strategy and M&A credentials .
  • Audit committee suitability: Board determined Audit Committee members are financially literate; Martell is designated financial expert; Sordello serves as member .
  • Education: B.S. in Management and MBA, Santa Clara University .

Equity Ownership

ItemAmountNotes
Beneficial ownership (Class A common)338,127 shares (<1%) Less than 1% of outstanding shares; includes 194,460 options exercisable within 60 days
Options194,460 (exercisable within 60 days as of 3/24/2025) Director option holdings also shown in director comp table
Unvested stock awards (as of 12/31/2024)57,310 RSUs Annual director grant outstanding
Ownership guidelinesNon-employee directors: 5x annual Board retainer All non-employee directors met guidelines as of 12/31/2024
Hedging/PledgingHedging prohibited; pledging restricted and requires General Counsel approval Policy in place; no pledges disclosed for Sordello

Insider Trades (Form 4 Filings)

Filing DateTransaction DateSummarySource
Jan 5, 2024Noted in filing indexForm 4 filed by Sordello (reporting change in beneficial ownership)
Jun 7, 2024Jun 5, 2024Form 4; RSU-related entry noted in summaries
Jun 6, 2025Jun 4, 2025Form 4; director equity activity (conversion/exercise code M noted)
Sep 5, 2025Sep 4, 2025Form 4 filed

Note: Form 4 summaries above reference public filing indices; exact share counts and codes are contained in the SEC forms.

Governance Assessment

  • Strengths: Independent director with significant public-company CFO and technology-sector governance experience; serves on Audit and Nominating committees; Audit Committee independence and financial literacy affirmed; Board holds regular executive sessions and annual self-evaluations .
  • Alignment: Director pays predominantly equity-based (annual RSUs) with stock ownership guidelines met; hedging prohibited and pledging restricted; no related-party transactions disclosed for 2024–2025 window .
  • Engagement: Board met 8 times in 2024; all directors ≥75% attendance and attended the annual meeting; committee cadence appears appropriate (Audit 5; Nominating 4) .
  • Signals: 2024 say‑on‑pay support ~93% suggests shareholder acceptance of compensation governance (contextual to exec pay, not director pay) .
  • Watch items: Not designated as the Board’s audit committee financial expert (Martell holds that designation) though financially literate; no disclosed conflicts/interlocks with COMP customers/suppliers; monitor pledging approvals (policy allows GC-approved pledges under strict limits) .