Mohak Shroff
EBAYAbout Mohak Shroff
Mohak Shroff (age 46) is an independent director of eBay, serving since 2020. He is Senior Vice President of Engineering at LinkedIn, where he leads global engineering, platform scaling, and cybersecurity initiatives; he holds a B.S. in computer science from the University of Texas at Austin. His core credentials include technology leadership, product and platform engineering, management, strategy, entrepreneurship, and cybersecurity, aligning with eBay’s new Technology Committee mandate.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Senior Vice President of Engineering | Joined 2008; current | Led rebuild of LinkedIn’s platform, mobile transition, and development of a unified product ecosystem across services; experience includes platform engineering, advertising platform, and scaling a payment system. |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| None disclosed | — | — | eBay proxy lists no other public company boards for Shroff. |
Board Governance
- Committee assignments: Member, Technology Committee (created Nov 2024; 0 meetings in 2024).
- Independence: The Board determined 10 of 11 nominees are independent; Shroff is listed as an independent director.
- Attendance: In 2024 the Board held five meetings; each then‑serving Board member attended at least 75% of Board and committee meetings on which they served.
- Board leadership: Independent Chair (Paul S. Pressler); separate Chair and CEO roles; regular executive sessions of independent directors.
- Technology oversight: Technology Committee oversees technology strategy and risks including cybersecurity, data management, and site availability—areas aligned with Shroff’s expertise.
Fixed Compensation (Director)
| Component | 2024 Amount | Notes |
|---|---|---|
| Board annual cash retainer | $80,000 | Standard for all independent directors. |
| Technology Committee member fee | $10,000 | Annual retainer for committee members. |
| Total cash fees (Shroff) | $90,000 | Reported in 2024 Director Compensation Table. |
| Meeting fees | $0 | eBay does not pay meeting fees. |
Performance Compensation (Director)
| Grant Type | Grant Date | Shares/Units | Grant Date Fair Value | Vesting | Change‑in‑Control Treatment |
|---|---|---|---|---|---|
| Annual RSU (non‑employee director) | June 20, 2024 | 4,644 RSUs | $250,000 | Fully vests on earlier of first anniversary or next annual meeting. | Non‑employee director RSUs accelerate and become fully vested upon change in control. |
- Directors may elect equity in lieu of cash retainers; RSUs are time-based and not tied to performance metrics.
Other Directorships & Interlocks
- Public company boards: None.
- Potential interlocks: Another director (Aparna Chennapragada) is a Corporate VP at Microsoft; Shroff is an executive at LinkedIn. No related‑party transactions were reported; independence affirmed under Nasdaq standards.
Expertise & Qualifications
- Technology leadership; product/platform engineering; management and strategy; entrepreneurship; leadership; cybersecurity.
- eBay’s director skills matrix identifies Shroff’s technology, product, management, strategy, entrepreneurship, leadership, and cybersecurity experience as relevant to eBay’s business and strategy.
Equity Ownership
| Metric | Value | As Of |
|---|---|---|
| Total beneficial ownership (shares) | 18,602 | April 15, 2025. |
| Ownership as % of shares outstanding | <1% | Per proxy table “* Less than one percent.” |
| RSUs held (unvested) | 4,644 | As of Dec 31, 2024. |
| DSUs held | 0 | As of Dec 31, 2024. |
| Ownership guideline | 5× Board annual retainer (directors); compliance affirmed for all directors. | |
| Anti‑hedging/pledging | Prohibited for directors. |
Governance Assessment
- Board effectiveness: Shroff strengthens the Board’s technology and cybersecurity oversight as a Technology Committee member, particularly as eBay formed the Technology Committee in Nov 2024 to oversee cybersecurity, data management, and site availability.
- Independence and conflicts: He is independent under Nasdaq rules; the Audit Committee reports no related‑party transactions since Jan 1, 2024. Anti‑hedging and anti‑pledging policies reduce alignment risks.
- Engagement and attendance: Board held five meetings in 2024; directors met attendance thresholds, and independent directors hold executive sessions—supportive of robust oversight culture.
- Compensation alignment: Director pay is equity‑weighted ($250k RSU vs $90k cash) with clear vesting and change‑in‑control terms; equity awards are subject to clawbacks under the plan. Stock ownership guidelines (5× retainer) ensure alignment; all directors in compliance.
- Shareholder signals: eBay’s 2024 say‑on‑pay won ~86% support, suggesting credible compensation governance under the Board’s oversight.
RED FLAGS: None identified in disclosures—no related‑party transactions, pledging/hedging prohibited, independence affirmed. Monitor future Technology Committee activity (created late 2024) and any evolving ties to key partners to ensure ongoing conflict‑of‑interest diligence.