Daniel Schulman
Director at CSCO
Board
About Daniel H. Schulman
Daniel H. Schulman (age 67) is an independent director of Cisco Systems, Inc., serving since 2023. He is Chair of the Compensation and Management Development Committee and a member of the Nomination and Governance Committee. Schulman is currently Chief Executive Officer of Verizon Communications Inc. and previously served as President and CEO of PayPal Holdings, Inc., with prior senior roles at American Express, Sprint Nextel, Virgin Mobile USA, Priceline, and AT&T .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PayPal Holdings, Inc. | President & Chief Executive Officer | Jul 2015 – Sep 2023 | Led digital transformation and growth |
| American Express Company | Group President, Enterprise Group | Aug 2010 – Aug 2014 | Strategic planning and enterprise leadership |
| Sprint Nextel Corporation | President, Prepaid Group | Nov 2009 – Aug 2010 | Consumer growth initiatives |
| Virgin Mobile USA, Inc.; Priceline; AT&T | Various executive roles | Prior to 2009 | Consumer technology and telecom experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Verizon Communications Inc. | Chief Executive Officer | Oct 2025 – Present | CEO; public company director at Verizon |
| Lazard, Inc. | Director | Not disclosed | Public company board experience |
| PayPal Holdings, Inc. | Director (former) | Jul 2015 – Dec 2023 | Governance oversight during CEO tenure |
Board Governance
- Committee assignments: Chair, Compensation and Management Development Committee (5 meetings in FY25); Member, Nomination and Governance Committee (7 meetings in FY25) .
- Independence: Board determined Schulman is independent under Nasdaq standards; all key committees are composed entirely of independent directors .
- Attendance: In FY25, the Board held 6 meetings; all incumbent directors attended at least 75% of aggregate Board and committee meetings for their service period. Nine directors attended the prior annual meeting .
- Lead Independent Director: Michael D. Capellas; robust LID authorities over agendas, information flow, executive sessions, stakeholder engagement, and board evaluations .
Fixed Compensation
| Component (FY25 policy) | Amount | Notes |
|---|---|---|
| Annual cash retainer | $105,000 | Paid quarterly; option to elect shares/DSUs in lieu of cash |
| Committee member fees | $16,000 (Comp); $12,000 (Nom/Gov) | Per committee membership |
| Committee chair fees | $20,000 (Comp or Nom/Gov) | FY26 increased to $35,000 |
| Equity grant (annual) | $245,000 | Fully vested shares or DSUs; FY26 increased to $270,000 |
| Governance cap | $800,000 | Annual limit on total director cash+equity |
FY25 actual compensation for Daniel H. Schulman:
| Name | Fees Earned/Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| Daniel H. Schulman | 152,584 | 244,996 | — | 397,580 |
| Citations: |
Non-employee director stock ownership guideline: 5x annual cash retainer within five years of appointment; flexible deferrals to facilitate ownership .
Performance Compensation
- Directors do not receive performance-based incentives (no options; annual equity grants are fully vested at grant; no dividend payments on unvested awards) . | Performance Metric | Applicable to Directors? | Terms | |---|---|---| | Financial/TSR goals | No | Not part of director pay design | | Options/SARs | No | No director stock options outstanding or granted in FY25 |
Other Directorships & Interlocks
- Current public boards: Lazard, Inc.; Verizon Communications Inc. .
- Compensation Committee interlocks: None in FY25; no relationships requiring Item 404 disclosure among committee members .
- Related-party transactions review: Board assessed director-affiliated relationships; only Flex Ltd. payments exceeded 1% of recipient revenues (for Harris/Capellas affiliations). No disclosure of Verizon transactions exceeding Nasdaq objective standards; Board affirmed independence for all directors other than the CEO .
Expertise & Qualifications
- Leadership in digital transformation, technology strategy, and public company governance; strong planning experience and board service across large-cap companies .
Equity Ownership
| Holder | Beneficially Owned Shares | % Outstanding | Composition Detail |
|---|---|---|---|
| Daniel H. Schulman | 10,456 | <1% | 10,006 fully vested deferred stock units; 450 accrued dividend equivalents |
Anti-hedging and anti-pledging: Broad prohibitions apply to directors (no hedging, no pledging/margin accounts) .
Compensation Committee Analysis
- FY25 members: Daniel H. Schulman (Chair); Dr. Kristina M. Johnson; Marianna Tessel (from Aug 2025); Bush and Harris served until Aug 2025 .
- Independent consultant: Exequity LLP retained by and reporting solely to the Committee; no other services for management; assessed program rigor and risk .
- Scope: Executive compensation policies, performance goal-setting, succession planning, HCM oversight, stock plan governance (including 2005 Plan amendment) .
Director Compensation Structure Signals
- Cash/equity mix emphasizes ownership alignment (full-value, fully vested equity grants; immediate vesting; deferral flexibility) .
- FY26 adjustments increase equity grant value and chair retainers, maintaining competitiveness vs peer practice .
- Annual cap ($800k) and no tax gross-ups underscore governance discipline .
Say‑on‑Pay & Shareholder Feedback (Context)
- FY24 say‑on‑pay approval ~77% (up from ~75% prior year); FY25 engagement with holders representing ~61% of shares; Committee integrated feedback (multi‑year operating goals, TSR cap when absolute TSR negative, holding requirements added to ownership guidelines) .
Governance Assessment
- Strengths: Independent status; chairing the Compensation Committee; strong governance architecture (robust LID role; independent committees); disciplined director pay framework; anti‑hedging/pledging and clawback policies; independent consultant, no interlocks .
- Potential risk considerations: External CEO role at Verizon increases time commitments; Board independence review did not identify Verizon-related relationships exceeding objective standards; ongoing monitoring of any commercial ties remains prudent .
- Overall signal: Schulman’s expertise in technology and large‑cap transformation, combined with his active committee leadership, supports board effectiveness and investor confidence within Cisco’s governance framework .