Barak Eilam
Director at FDS
Board
About Barak Eilam
Barak Eilam (age 50) is an independent director of FactSet Research Systems Inc. (FDS) since December 17, 2024, serving on the Compensation & Talent Committee; he is a former CEO of NICE (2014–2024) with a B.Sc. in Electrical Engineering from Tel Aviv University . The Board determined on October 16, 2025 that all directors other than the CEO are independent under NYSE and NASDAQ rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| NICE (NASDAQ: NICE) | CEO; earlier roles in engineering, product, sales incl. President of NICE Americas | 2014–2024 as CEO; began at NICE in 1999 | Scaled enterprise software; tripled revenue to nearly $3B; cloud revenue grew to ~$2B; EPS more than quadrupled |
| NICE | Engineer; senior executive roles in product and sales | 1999 onward | Product management and go-to-market leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| SimilarWeb (NYSE: SMWB) | Director | Current | Digital data and analytics |
| Payoneer (NASDAQ: PAYO) | Director | Current | Fintech |
| CCC Intelligent Solutions (NASDAQ: CCCS) | Director | Current | Tech in auto claims and collision repair |
| HMH (private K-12 education) | Director | Current | Education company |
| Cvent (private) | Chairman of the Board | Current | Events and hospitality technology |
Board Governance
- Committee assignments: Member, Compensation & Talent Committee (CTC) .
- Independence: Affirmed by Board as of October 16, 2025 (all directors other than CEO independent) .
- Board and committee activity: Board met 6 times in FY2025; CTC met 6 times; Audit met 7; Nominating & Corporate Governance met 5; no director attended fewer than 75% of Board and committee meetings in aggregate .
- Public company board service policy: Non-exec directors may not serve on more than 4 public company boards without prior Board approval; senior management of other public companies may not sit on more than 3 boards .
Fixed Compensation
| Element | Details | FY2025 Amounts |
|---|---|---|
| Annual Retainer | $60,000; may elect cash or equivalent value in equity (mix of options/RSUs; 37.5% options / 62.5% RSUs in 2025) | Eilam earned $42,301 cash retainer pro rata for 12/17/2024–8/31/2025 |
| Director Chair fees | Board Chair $50k; Audit Chair $25k; CTC Chair $25k; NCGC Chair $15k | Not applicable to Eilam (committee member, not chair) |
| Cash/Equity mix elections | Some directors opted for equity for the retainer (155 options + 83 RSUs); Eilam did not (pro rata cash) | Eilam’s retainer taken in cash; see note (2) |
Director Compensation (FY2025):
| Component | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | $42,301 |
| Stock Awards (RSUs) | $128,170 |
| Option Awards | $77,956 |
| Total | $248,427 |
Performance Compensation
| Award Type | Grant Date | Number | Grant-Date Fair Value | Key Terms |
|---|---|---|---|---|
| Annual RSUs | Jan 15, 2025 | 278 | $125,000 (278 × $449.72) | Vest 100% on first anniversary of grant |
| Pro Rata RSUs (2024 service) | Jan 15, 2025 | 6 | ~$2,698 (6 × $449.72) | Vest 100% on first anniversary |
| Annual Options | Jan 15, 2025 | 518 | $75,000 (518 × $144.90) | Strike $453.98; 7-year term; vest 100% at 1-year for director awards |
| Pro Rata Options (2024 service) | Jan 15, 2025 | 20 | ~$2,898 (20 × $144.90) | Same terms as above |
Outstanding director awards at 8/31/2025:
| Instrument | Count |
|---|---|
| Unvested RSUs | 285 |
| Options (some not fully vested) | 538 |
Program structure and governance:
- Equity grants made January 15 each year; director options expire in 7 years, vest fully on first anniversary; RSUs vest fully on first anniversary .
- Stock option grant policy avoids MNPI timing; blackout around filings; prohibits repricing .
- Clawback policy allows recoupment of incentive and time-based equity in case of restatement or misconduct .
Other Directorships & Interlocks
| Company | Relationship to FDS | Potential Interlock/Conflict |
|---|---|---|
| SimilarWeb (SMWB) | Unrelated per proxy | No related-party transactions disclosed in FY2025 |
| Payoneer (PAYO) | Unrelated per proxy | No related-party transactions disclosed in FY2025 |
| CCC Intelligent Solutions (CCCS) | Unrelated per proxy | No related-party transactions disclosed in FY2025 |
| HMH | Unrelated per proxy | No related-party transactions disclosed in FY2025 |
| Cvent | Unrelated per proxy | No related-party transactions disclosed in FY2025 |
FactSet’s related-party policy requires Audit Committee review and approval; FY2025: no material related person transactions identified .
Expertise & Qualifications
- Executive leadership and scaling enterprise software; AI-driven innovation focus .
- Board skills matrix shows technology/data/cybersecurity, strategic planning & M&A, executive leadership, sales & marketing among Board competencies; Eilam brings CEO perspective and AI knowledge .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (Oct 1, 2025) | — shares; less than 1% of class |
| Unvested RSUs (as of Aug 31, 2025) | 285 |
| Options outstanding (as of Aug 31, 2025) | 538 |
| Director stock ownership guideline | $400,000 minimum; 5-year compliance window from becoming covered (directors covered since appointment) |
| Hedging/pledging | Prohibited for directors; blackout restrictions apply |
Note: Beneficial ownership table includes shares acquirable within 60 days; Eilam’s line shows “—” as of Oct 1, 2025; guideline compliance is measured over five years from coverage date .
Governance Assessment
- Strengths: Independent director on a fully independent CTC; modern governance (declassified board, removal of supermajorities); active stockholder engagement; strong clawback and anti-hedging/pledging policies; formal option grant timing policy to avoid MNPI risks .
- Engagement: No director fell below 75% aggregate attendance; Board met 6 times; CTC met 6 times; Audit met 7; NCGC met 5 .
- Alignment/Compensation: Director pay mix includes modest cash and equity grants with 1-year vesting; Eilam’s FY2025 total was $248,427, with standard annual RSU/option grants and small pro rata awards tied to start date .
- Potential RED FLAGS:
- Low current beneficial ownership (— shares as of Oct 1, 2025) may indicate limited “skin in the game” initially, mitigated by ownership guideline ($400k) with five-year compliance window and outstanding unvested awards .
- Multiple external public boards (SMWB, PAYO, CCCS) alongside FDS could pose time-commitment risk; FDS policy caps public boards at four absent Board approval, providing governance control .
- Related-party exposure: None disclosed for FY2025; Audit Committee oversight and formal related-party policy reduce conflict risk .
Appendix: Board/Committee Snapshot (context)
- Eilam: CTC member; CTC independent; retained independent consultant (Meridian); no compensation committee interlocks disclosed .
- Independence affirmed for all directors other than CEO; executive sessions held regularly; independent Board Chair .
Citations: