Neil Mehta

About Neil Mehta

Lead Independent Director at Coupang since the IPO; Director since December 2010; age 40. Mehta is Managing Partner and founder of Greenoaks Capital Partners (2012–present) and previously held investing roles at Orient Property Group (special situations, 2007–2009) and Kayne Anderson Capital Advisors. He holds a BSc in Government from the London School of Economics and Political Science. The Board affirms his independence under NYSE standards and he presides over executive sessions of non‑management directors as Lead Independent Director .

Past Roles

External Roles

Board Governance

• Roles: Lead Independent Director (since IPO) ; Compensation Committee Chair; Nominating & Corporate Governance Committee member .
• Independence: Board determined Mehta is independent for NYSE purposes and for Compensation Committee service; independence reviewed considering related transactions and not deemed impaired .
• Executive sessions: Mehta presides over regularly scheduled executive sessions of non‑management directors .
• Attendance: In 2024 the Board met 4 times; no director attended fewer than 75% of Board and committee meetings; Audit (8 mtgs), Compensation (4), Nominating & Corporate Governance (4) .

Fixed Compensation (Director)

Coupang’s non‑employee director pay is delivered entirely in RSUs: a $300,000 annual equity retainer plus additional RSU retainers for leadership/committee roles. Awards vest by the next annual meeting (or first anniversary), with full vesting on change in control .

Performance Compensation (Director)

Additional terms: Upon a change in control, the unvested portion of any equity award held by a non‑employee director vests in full .

Other Directorships & Interlocks

Expertise & Qualifications

• Founder/operator-investor with extensive experience in technology and scaling high‑growth companies; qualified to chair Compensation Committee .
• Education: BSc in Government, London School of Economics and Political Science .
• Skills highlighted by Coupang: operational experience in the technology industry; extensive knowledge of high-growth companies .

Equity Ownership

Notes: Coupang policy prohibits pledging company stock absent pre‑approval by Nominating & Corporate Governance Committee; some affiliates (including Mehta) have approved pledges disclosed in the proxy .

Related-Party Exposure and Transactions

Insider Trades (disclosed references)

Governance Assessment

• Strengths

  • Lead Independent Director with defined responsibilities, including setting agendas with CEO, moderating executive sessions, and serving as liaison to investors—enhancing board effectiveness and independent oversight .
  • Independent under NYSE standards; Board explicitly reviewed related transactions and affirmed independence; Compensation Committee independence and no interlocks disclosed .
  • Director pay is entirely equity-based and time‑vested RSUs, aligning with long‑term shareholder value; additional equity retainers tied to governance workload (LID and committee leadership) .

• Risks and red flags

  • RED FLAG: Significant share pledging—21,694,386 shares pledged as collateral by Mehta/Greenoaks entities, which can introduce forced‑sale risk in market stress; pledging permitted only with committee approval but still a material alignment risk to monitor .
  • Related‑party exposure with Greenoaks in the Farfetch/Surpique transaction; while priced at arm’s‑length with disinterested advisors and with independence affirmed, continued transparency and recusal practices are important given ongoing relationships .

• Alignment signals

  • Material beneficial ownership (3.2% of Class A through Greenoaks‑related holdings) supports economic alignment with long‑term shareholder value, offset by the pledging risk noted above .

• Attendance and engagement

  • Board and committees were active (Board 4; Audit 8; Compensation 4; Nominating & Corporate Governance 4) and no director fell below 75% attendance, indicating baseline engagement; Mehta presided over executive sessions as LID .

Appendices

Committee Assignments and Roles

Director Compensation (2024) – Select Line Items

Independence and Policies (Excerpts)

• Independence determinations: Mehta and all non‑management directors except CEO are independent; additional SEC/NYSE independence for committee service confirmed .
• Insider trading/hedging: Hedging prohibited; pledging requires prior committee approval; certain pledges disclosed (including Mehta) .
• Related‑party review: Audit Committee reviews/approves related person transactions per written policy .