Woodrow Levin
About Woodrow H. Levin
Independent director of DraftKings since April 2020; age 46. Founder/CEO of Extend (AI-driven post-purchase solutions) and founder of 3.0 Capital GP, LLC (multi-strategy crypto hedge fund). Previously VP of Growth at DocuSign; founder/CEO of Estate Assist and BringIt; Director, Emerging Business in the Office of the CTO at International Game Technology. Education: J.D., Chicago-Kent College of Law (Illinois Institute of Technology); B.A., University of Wisconsin.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DocuSign, Inc. | Vice President of Growth | Prior to Nov 2018 | Scaled digital agreement growth initiatives |
| Estate Assist, Inc. | Founder & CEO | Feb 2014–Sep 2015 (acquired) | Built digital estate planning business |
| BringIt, Inc. | Founder & CEO | Jun 2009–Sep 2012 (acquired) | Built virtual currency casino/arcade |
| International Game Technology (IGT) | Director, Emerging Business – Office of CTO | Prior period | Gaming tech expansion and innovation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Extend, Inc. | Founder & CEO; Director | Since Nov 2018 | AI-driven post-purchase automation; Robins also on Extend board (interlock) |
| 10X Capital Venture Acquisition Corp. III (VCXB) | Director | Until 2024 | SPAC redeemed without combination |
| 10X Capital Venture Acquisition Corp. II (VCXA/AAGR) | Director | Until 2023 | Became African Agriculture Holdings; completed business combination Dec 2023 |
| 10X Capital Venture Acquisition Corp. (VCVC/REE) | Director | Until 2021 | Combined with REE Automotive in Jul 2021 |
| Ventoux CCM Acquisition Corp. (VTAQ/PRST) | Director | Until 2022 | Combined with Presto Automation in Sep 2022 |
Board Governance
- Committee assignments: Nominating & Corporate Governance Committee member (Walden, Mosley, Levin; Walden chair). No chair role for Levin.
- Independence: Classified as independent under NASDAQ and SEC rules; company is a “controlled company” due to CEO Jason Robins’ majority voting power.
- Attendance and engagement: Board held 6 meetings in 2024; each director attended at least 75% of combined board and committee meetings; four executive sessions of non‑employee directors.
- Board leadership: Combined CEO/Chair; no Lead Independent Director.
- Charters: Committee charters available on investor website.
Fixed Compensation
| Component | DKNG Director Program (2024) | Levin (2024 reported) |
|---|---|---|
| Annual cash retainer | $45,000 | Included in program structure |
| Committee chair retainers | Audit $20,000; Comp $17,500; N&CG/Compliance/Transaction $10,000 | Not a chair |
| Committee member retainers | Audit $10,000; Comp $7,500; N&CG $5,000; Compliance $5,000; Transaction $10,000 | N&CG member ($5,000) |
| Equity retainer (RSUs) | $250,000 grant; vests at next annual meeting or 1‑year anniversary; retainers delivered in equity until DKNG is profitable | Stock awards fair value: $300,167 |
| All Other Compensation | Company-sponsored events/financial planning, etc. | $36,500 (company-sponsored events) |
| Total | — | $336,667 |
Note: Stock awards are reported at grant-date fair value under FASB ASC 718 and can differ from program target values.
Performance Compensation
- DKNG’s director compensation uses time‑based RSUs; no performance‑based metrics for non‑employee directors were disclosed. RSU vesting: at the next annual meeting or one‑year anniversary of grant. Aggregate unvested RSUs held by each non‑employee director as of Dec 31, 2024: 6,969.
| Equity Instrument | Quantity | Vesting | Valuation Basis |
|---|---|---|---|
| RSUs (2024 grant) | Not individually disclosed | Next annual meeting or 1‑year anniversary | $250,000 program value; reported Levin stock awards $300,167 |
Other Directorships & Interlocks
- Interlocks: Extend board includes Levin and DKNG CEO Jason Robins; Liberman is also an advisor to Extend. No DraftKings‑Extend related-party transactions disclosed in 2024–2025 proxy; monitor potential information flow/conflict.
- Historical related party (pre‑public): 2018 “Smack” asset purchase involved OneSix Red, LLC (entity with Levin interest); consideration paid in DraftKings shares; historical transaction disclosed in S‑1.
Expertise & Qualifications
- Technology/gaming operator with legal training (J.D.), executive experience scaling digital businesses (DocuSign), and founding AI‑enabled commerce technology (Extend). Brings product, growth, and gaming sector insight to N&CG oversight.
Equity Ownership
| Metric | 2023 (record date Mar 16, 2023) | 2025 (record date Mar 21, 2025) |
|---|---|---|
| Beneficial Class A shares | 85,312 | 94,593 |
| Class B shares | — | — |
| Ownership % of Class A | <1% | <1% |
| Unvested RSUs outstanding (per director) | Not disclosed in 2023 table | 6,969 (aggregate for each non‑employee director at 12/31/2024) |
| Pledged/Hedged shares | No pledging disclosed for Levin | No pledging disclosed for Levin |
- Stock ownership guidelines: Non‑employee directors must hold 5× the board cash retainer within 5 years; vested RSUs or those subject only to time vesting count toward compliance.
- Insider reporting: 2024 proxy notes certain Form 4s were not filed timely, including quarterly retainer equity grants for non‑employee directors (May 12, 2023)—procedural compliance consideration.
Governance Assessment
- Signals of strength: Independent status; service on Nominating & Corporate Governance aligns with background (operator and founder). Attendance above threshold; equity-heavy compensation supports ownership alignment; director ownership guidelines in place.
- Controlled company risk: CEO controls ~89% of total voting power; no Lead Independent Director—limits checks/balances; independent directors (including Levin) still form a majority, but control status reduces shareholder influence.
- Interlock watchpoint: Shared Extend directorships with CEO/management increase network ties; no related-party dealings disclosed, but investors should monitor for future transactions and information flow risks.
- Compliance note: Prior Form 4 timeliness issues for director retainer grants are minor but worth tracking for governance rigor.
RED FLAGS
- Controlled company with combined CEO/Chair and no Lead Independent Director—board independence influence is structurally constrained.
- Interlocks (Extend) with CEO and senior executive—potential perceived conflict, albeit with no transactions disclosed.
Context for investors: Levin’s background in tech/gaming and legal training is additive to governance, particularly in N&CG. Compensation is standard for DKNG directors, skewed to RSUs to reinforce alignment. The main governance risks stem from DKNG’s control structure rather than Levin-specific conflicts; continue monitoring interlocks and any emerging related‑party transactions.