Sigal Zarmi
GoDaddyAbout Sigal Zarmi
Independent director of GoDaddy Inc. since 2023; age 61. Senior Advisor at Boston Consulting Group with prior CIO leadership at Morgan Stanley (International CIO and Global Head of Transformation), PwC (Vice Chair; Global & U.S. CIO), and GE Capital Americas; interim CIO at Staples in 2023–2024. Education: MBA (Columbia University) and B.S. in Engineering (Technion – Israel Institute of Technology) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Boston Consulting Group | Senior Advisor | Aug 2021–present | Strategic planning; technology transformation advisory |
| Staples, Inc. | Interim Chief Information Officer | Aug 2023–Feb 2024 | Oversight of enterprise tech operations and risk |
| Morgan Stanley | Senior Advisor; previously International CIO & Global Head of Transformation | Senior Advisor Jul 2021–Jan 2023; CIO & Head Oct 2018–Jul 2021 | Managed diverse global technology footprint; drove innovation agenda; cybersecurity expertise |
| PricewaterhouseCoopers LLP | Vice Chairman; Global & U.S. CIO | Dec 2014–Sep 2018 | Led global digital transformation; enterprise risk and cyber governance |
| GE Capital Americas | Chief Information Officer | Aug 2010–Nov 2014 | Operational risk management; enterprise technology leadership |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| ADT Inc. (NYSE: ADT) | Director | Apr 2021–present | Director compensation in 2024: $100,000 cash; $150,000 stock awards . In 2023: $100,000 cash; $100,000 stock awards . |
| Global Atlantic Financial Group (private) | Director | — | Private company board role |
| BigID (private) | Director | — | Private company board role |
| HashiCorp, Inc. | Director (former) | Jun 2021–Feb 2025 | Chair, Nominating & Corporate Governance Committee |
| JFrog Ltd. (Nasdaq: FROG) | Director | Appointed Sep 19, 2025; effective Nov 1, 2025 | Member, Audit Committee; Member, Nominating & Corporate Governance Committee |
Board Governance
- Committee assignments at GDDY: Audit and Finance Committee member; Audit Committee met 6 times in 2024 .
- Independence: Board determined Ms. Zarmi is independent under NYSE and SEC standards .
- Attendance: Board held 5 meetings in 2024; each director attended at least 75% of Board and applicable committee meetings; all directors attended the 2024 annual meeting .
- Board structure: fully declassified beginning with the 2025 annual meeting; annual election of all directors .
- Independent director sessions: regular executive sessions of independent directors; Board Chair presides .
- Years of service on GDDY board: since 2023 .
Fixed Compensation
- Outside Director Compensation Policy (2024 rates):
- Board member: $50,000 annual cash retainer .
- Board Chair: additional $50,000 annual cash retainer .
- Audit Committee: Chair $27,500; Member $15,000 .
- Compensation Committee: Chair $20,000; Member $12,000 .
- Governance Committee: Chair $12,000; Member $6,000 .
- No meeting fees; reimbursement of travel expenses .
2024 non-employee director compensation (GDDY):
| Component | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | $65,000 |
| Stock Awards (RSUs) | $269,694 |
| All Other Compensation (health insurance benefits) | $19,027 |
| Total | $353,721 |
Performance Compensation
- Director equity framework: initial and annual RSU grants with grant-date value of $255,000; Board Chair receives an additional $80,000 RSU grant; RSUs vest on the day prior to the next annual meeting (initial grants vest on first anniversary) .
- 2024 RSU grant details for Ms. Zarmi: 1,945 RSUs granted on June 6, 2024; scheduled to vest 100% on June 3, 2025 (day prior to 2025 annual meeting) .
- Vesting conditions: time-based; no options; RSU share count determined using 30-day VWAP prior to grant month .
Company pay-for-performance (context for board oversight):
| Metric (Weight) | Threshold (50%) | Target (100%) | Maximum (150%) | Actual | Payout % |
|---|---|---|---|---|---|
| Revenue (25%) | $4,440 million | $4,480–$4,560 million | $4,600 million | $4,573 million | 116% |
| Bookings (25%) | $4,892 million | $4,942–$5,042 million | $5,092 million | $5,038 million | 100% |
| NEBITDA (25%) | $1,288 million | $1,299–$1,322 million | $1,334 million | $1,396 million | 150% |
| uFCF (25%) | $1,370 million | $1,400–$1,470 million | $1,500 million | $1,506 million | 150% |
| Total Corporate Component Payout | — | — | — | — | 129% |
Relative TSR (LTIP) payout curve (PSUs, measured vs. Nasdaq Internet Index): 25th percentile = 50%; 50th percentile = 100%; 85th percentile and above = 200%; below 25th = 0% .
Other Directorships & Interlocks
| Company | Sector | Potential Interlock/Conflict Notes |
|---|---|---|
| ADT Inc. | Security/Monitoring services | Consumer/enterprise security services; no disclosed related-party transactions involving Ms. Zarmi at ADT upon appointment . |
| HashiCorp, Inc. (former) | Cloud infrastructure/software | Governance leadership as committee chair; independent director per Nasdaq standards . |
| JFrog Ltd. | DevOps/software | Appointed to Audit and Nominating & Corporate Governance Committees; standard compensation/indemnification; no Item 404(a) related-party interest disclosed . |
Expertise & Qualifications
- Deep cybersecurity and data privacy oversight experience from CIO roles at Morgan Stanley, PwC, and GE Capital Americas .
- Strategic planning, operational risk management, and global technology transformation leadership .
- Public company board experience across technology and security; governance committee leadership (HashiCorp chair) .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (GDDY, as of Mar 31, 2025) | 2,716 shares; less than 1% of outstanding shares |
| RSUs outstanding (non-employee director grant, 2024) | 1,945 RSUs; 100% scheduled to vest on June 3, 2025 |
| Director stock ownership guidelines | Minimum equity ownership equal to 5× annual Board cash retainer; all directors in compliance or on track |
| Hedging/pledging | Prohibited for directors; no hedging or pledging of Company securities permitted |
Governance Assessment
- Strengths: Independent director; Audit Committee member with substantive cybersecurity/risk expertise; regular independent director sessions; robust anti-hedging/anti-pledging and clawback policies; director ownership guidelines to align interests .
- Attendance/engagement: Board/committee attendance standards met in 2024; Board held 5 meetings; directors attended 2024 annual meeting; stockholder engagement emphasized (95% say‑on‑pay support in 2024) .
- Compensation alignment: Director pay emphasizes equity (annual RSUs); no meeting fees; RSUs vest with continued service; capped aggregate director compensation; no tax gross‑ups .
- Oversight signals: Audit Committee oversight includes capital allocation, cost optimization, and cybersecurity/AI; remediation of a material weakness disclosed in 2023 shows active committee engagement .
- Time‑commitment/overboarding guardrails: GDDY limits directors to ≤4 public boards and Audit Committee service to ≤3 audit committees; Board confirms compliance—Ms. Zarmi’s current public roles (GDDY, ADT, JFrog) and committee memberships fit within policy .