Oscar Munoz

About Oscar Munoz

Oscar Munoz (age 66) is an independent director of Salesforce (CRM) since 2022. He is the former Chairman and CEO of United Airlines Holdings and brings four decades of experience in business management, operations, corporate finance, and accounting. He holds a B.A. from the University of Southern California and an M.B.A. from Pepperdine University . He currently serves on Salesforce’s Audit & Finance Committee and chairs the Business Transformation Committee .

Past Roles

Organization	Role	Tenure	Committees/Impact
United Airlines Holdings, Inc.	Chief Executive Officer; Chairman	CEO 2015–2020; Chairman 2020–2021	Led major business transformation, operational discipline, and customer satisfaction enhancements
CSX Corporation	EVP & CFO; EVP & COO; President & COO	CFO 2003–2012; COO 2012–2015; President & COO 2015	Drove topline growth, cost management, and digital innovation
AT&T; US West; The Coca-Cola Company	Various leadership roles	Not disclosed	Senior leadership across telecom and consumer sectors

External Roles

Organization	Role	Tenure	Committees/Impact
Archer Aviation Inc.	Director (public company)	Since 2021	Board service in aviation and emerging technology
CBRE Group, Inc.	Director (public company)	Since 2020	Board service in global real estate services
Fidelity Investments Equity & High Income Funds	Board of Trustees	Not disclosed	Oversight of mutual fund governance
Brookings Institution	Board of Trustees	Not disclosed	Policy/institutional governance
University of Southern California	Board of Trustees	Not disclosed	Higher-education oversight
TelevisaUnivision	Director	Not disclosed	Media industry governance
Defense Business Board	Member	Not disclosed	Advisory role to U.S. DoD

Board Governance

Independence: The Board determined all directors are independent except Marc Benioff, Parker Harris, and Robin Washington; therefore, Munoz is independent under NYSE standards .
Committee assignments: Member, Audit & Finance Committee; Chair, Business Transformation Committee .
Committee responsibilities:
- Audit & Finance Committee: Oversees accounting, reporting, internal controls, auditor independence, treasury policies, and disclosure controls; 8 meetings in FY2025 .
- Business Transformation Committee (BTC): Oversees operational transformation program, KPI achievement for margin improvement and sustainable growth; 4 meetings in FY2025 .
Board attendance: The Board held 10 meetings in FY2025; all directors attended at least 75% of applicable meetings, with average attendance of 97%. 12 of 13 directors attended the 2024 annual meeting .
Lead Independent Director/Executive sessions: Independent directors meet regularly in executive session; at least once per year; LID presides .

Fixed Compensation

Component (FY2025)	Amount	Notes
Cash fees	$25,000	Chair fee for other standing committees (BTC) paid quarterly; LID=$150,000; Audit/Gov/Comp chairs=$50,000; other standing committee chairs=$25,000
Stock awards (RSUs)	$374,900	Granted 2/1/2024; vested in equal installments on Feb 22, May 22, Aug 22, Nov 22, 2024; grant under 2013 Equity Incentive Plan
Total	$399,900	Summation of cash and RSUs

Performance Compensation

Metric Type	FY2025 Design	Weight/Targets	Notes
Director equity metrics	None (service-based RSUs only)	N/A	Non-employee director RSUs vest based on service; no performance hurdles disclosed

Other Directorships & Interlocks

External Company	Relationship to CRM	Related-Party or Interlock Notes
Archer Aviation; CBRE Group	Current directorships	No CRM-related party transactions disclosed involving these companies for FY2025
Family relationship	Daughter (Kellie Munoz) employed by Salesforce	Director’s daughter is Director, Sales Programs; FY2025 comp ~$311,000 base+cash incentive, RSU intended target $125,000; employment approved under Related Party Transaction Policies; Company states no conflict of interest given scale and governance controls

RED FLAG: Family member employment can be perceived as a conflict. Mitigants: Audit Committee review/approval, market-consistent compensation, no direct oversight by Board/executive management, and scale (76,000+ employees) .

Expertise & Qualifications

Led complex business transformations with operating discipline, cost management, and digital innovation; relevant to BTC oversight of margin and growth .
Deep operational and financial experience across transportation and aviation; perspective spans market cycles .
Prior Salesforce Global Advisory Board member (2020–2021), informing customer and brand insights .

Equity Ownership

Holder	Shares Beneficially Owned (#)	Percent of Class (%)	Notes
Oscar Munoz	8,235	<1%	Includes 274 shares issuable upon settlement of RSUs within 60 days of March 31, 2025
Director stock ownership guideline	$550,000 of CRM shares	N/A	All non-employee directors were in compliance as of April 15, 2025; unvested awards excluded; must attain by later of March 27, 2030 or 5-year anniversary

Hedging/Pledging: Prohibited for directors and employees under insider trading policy .

Governance Assessment

Strengths:
- Independent director with relevant operational/financial transformation expertise; chairs BTC aligning board oversight with margin and growth priorities .
- Active on Audit & Finance Committee, supporting financial reporting and risk oversight .
- Strong board process/attendance culture (97% avg; all >75%); executive sessions and robust LID duties enhance independent oversight .
- Ownership alignment via enhanced director stock ownership guideline ($550,000) with full compliance as of April 15, 2025; anti-hedging/pledging policy .
Risks/Considerations:
- Related-party exposure from daughter’s employment is a potential optics risk; however, employment terms were reviewed and approved per policy and deemed non-conflicting .
- Broader investor sentiment: 2024 say‑on‑pay approval was 45.6%; Board responded with committee refresh, new consultant, peer group changes, and program redesign—important context for governance credibility and investor confidence .
Overall: Munoz’s committee leadership and domain experience are additive to board effectiveness in Salesforce’s transformation program. The disclosed family employment is governed under policy and mitigated but warrants ongoing monitoring from a governance risk perspective .