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Stephen Fisher

Director at COPARTCOPART
Board

About Stephen Fisher

Stephen Fisher (age 61) is an independent director of Copart, Inc., serving since 2019. He is a seasoned technology executive: President & Chief Product Officer at Salesforce (since June 2025), previously EVP & GM for Next Generation CRM/Unified Data Services (Aug 2024–Jun 2025), and President, Salesforce Platform (Aug 2021–Aug 2024). Before rejoining Salesforce, he was SVP & CTO at eBay (2014–2019), and earlier spent a decade at Salesforce culminating as EVP, Technology . He was added to Copart’s Board in 2019 and to the Audit Committee in 2020 to strengthen cybersecurity oversight .

Past Roles

OrganizationRoleTenureCommittees/Impact
SalesforcePresident & Chief Product OfficerJun 2025–presentCurrent executive leadership experience in enterprise cloud; technology and product oversight
SalesforceEVP & GM, Next Gen CRM & Unified Data ServicesAug 2024–Jun 2025Data, CRM platform leadership
SalesforcePresident, Salesforce PlatformAug 2021–Aug 2024Platform-scale product leadership
eBaySVP & Chief Technology Officer2014–2019Large-scale e-commerce technology operations
Salesforce (prior decade)EVP, Technology~2004–2014 (prior to eBay)Enterprise cloud technology leadership
Copart BoardAudit Committee member2020–presentAdded specifically to bolster cybersecurity oversight

External Roles

OrganizationRoleSectorNotes
SalesforcePresident & Chief Product OfficerEnterprise softwareCurrent role; prior senior roles at Salesforce
eBay (prior)SVP & CTOE-commercePrior role before 2019

No other public company directorships are disclosed for Mr. Fisher in Copart’s proxy .

Board Governance

ItemDetailEvidence
IndependenceIndependent director under Nasdaq rules
Board tenureDirector since 2019
CommitteesAudit Committee member; not a chair
Audit Committee cadence5 meetings in FY2025
Board meetings FY20255 meetings; each director attended ≥75% of Board and committee meetings
Lead Independent DirectorDaniel J. Englander (role expanded for governance effectiveness)
Cybersecurity oversightAudit Committee oversees cyber/data protection; Fisher added for expertise

Fixed Compensation

Component (FY2025)Amount (USD)Notes
Annual cash retainer$57,500Outside director program cash retainer
Committee membership fee$10,000Per committee; Fisher serves on Audit Committee
Total cash fees$67,500Fisher’s FY2025 cash fees

Program structure: no meeting fees; quarterly cash payments; committee chairs receive $20,000 (not applicable to Fisher); reasonable expense reimbursement .

Performance Compensation

Equity AwardGrant DateGrant ValueExercise PriceTermVestingChange-in-Control
Annual stock option (outside director program)Dec 6, 2024 (2024 Annual Meeting)$250,000 (grant-date fair value)$62.08/share7 years1/12 monthly post-grant over 12 monthsInitial/annual awards fully vest upon change-in-control (while serving)

Notes:

  • Outside director equity awards are options only; fair value determined via Black-Scholes; exercise price equals market close on grant date .
  • Copart emphasizes alignment: directors realize value only if stockholders do; no discounting/reloading/repricing of options .

Other Directorships & Interlocks

CompanyRoleInterlock/Conflict Notes
None disclosedCopart reports no compensation committee interlocks or Item 404 relationships for committee members (Fisher is not a compensation committee member) .

Expertise & Qualifications

  • Technology leadership and cybersecurity expertise recognized by the Board (Audit Committee oversight; explicit rationale for Fisher’s addition) .
  • Public company board experience (not further specified) .
  • Focus areas: enterprise cloud platforms, large-scale data systems, e-commerce operations .

Equity Ownership

ItemShares/UnitsAs-of Date% of Shares Outstanding
Beneficial ownership (includes options exercisable within 60 days)45,861Oct 10, 2025<1% (company table)
Total shares outstanding967,834,374Oct 10, 2025
Calculated ownership %~0.0047%Oct 10, 2025Computed from 45,861 / 967,834,374
Aggregate options outstanding (director-specific)45,861 underlying sharesJul 31, 2025

Ownership alignment policies:

  • External director equity ownership policy: directors may not sell unless they hold equity interests (including vested options) ≥3× cash portion of annual director compensation; all directors are in full compliance .
  • Anti-hedging/anti-derivatives policy; pledging generally prohibited. Board granted a pledging waiver only to Chairman Willis J. Johnson (up to 20% of his holdings); no such waiver disclosed for Fisher .

Governance Assessment

  • Strengths: Independent status; active Audit Committee member; explicit cybersecurity expertise bolstering oversight; consistent attendance (≥75%); director pay heavily equity-linked via options promoting alignment; robust anti-hedging policy and director ownership guidelines (compliance affirmed) .
  • Compensation structure: Cash below peer median; equity options above peer median; director equity grants are at-the-money and vest monthly, creating direct linkage to stockholder value; no option repricing; reasonable change-in-control vesting for directors .
  • Conflicts/related parties: No related-party transactions disclosed for Fisher; no compensation committee interlocks reported in FY2025; broader company disclosures note family employment for certain insiders (Adair/Meeks), but not linked to Fisher .
  • RED FLAGS: None specific to Fisher disclosed. Company-level items to monitor include family employment and the Chairman’s pledging waiver (not applicable to Fisher) .
  • Signal for investor confidence: Fisher’s technology/cyber background and Audit Committee role materially enhance Board oversight in a risk area of increasing investor focus; ownership and anti-hedging policies support alignment and risk mitigation .