Meyer Malka
About Meyer Malka
Independent director since March 2022; age 50. Founder and Managing Partner of Ribbit Capital with 25+ years building and investing in fintech across the U.S., Europe, and Latin America. Education: degree in economics from Universidad Católica Andrés Bello. Core credentials include deep financial services/fintech domain expertise, marketing/brand-building, and technology infrastructure/cybersecurity oversight .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Heptagon Group | Co-Founder | 1991 | Securities and investment broker-dealer founding experience |
| Patagon.com, Inc. | Founder | 1998 | Built Latin America’s first comprehensive internet-based financial services portal; acquired by Banco Santander (Mar 2000) |
| Banco Lemon (Brazil) | Co-Founder | 2003 | Retail bank serving underbanked population; became one of the largest private microfinance institutions; acquired by Banco do Brasil (2009) |
| Bling Nation / Lemon Inc. | Co-Founder & Co-CEO | 2008–2011 | Mobile payments and mobile wallet; Lemon acquired (2013) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Ribbit Capital | Founder & Managing Partner | Since May 2012 | VC focused on innovative financial services |
| MercadoLibre, Inc. | Director | Mar 2013–Apr 2021 | Public company board experience (e-commerce/fintech) |
| Ribbit LEAP, Ltd. (SPAC) | Director | Sep 2020–Aug 2022 | Public SPAC directorship |
| Various private companies | Director | Current | Serves on boards of several private companies |
Board Governance
- Committee memberships (current): People and Compensation Committee member; not a chair .
- Prior committee service: ceased serving on the Nominating and Corporate Governance Committee in March 2025 .
- Independence: Board determined Malka is independent under Nasdaq listing standards; independence assessment explicitly considered relationships with Ribbit Capital and ordinary-course transactions (≤5% of recipient revenue) .
- Attendance and engagement: Board held 5 meetings and standing committees held 24 meetings in 2024; each incumbent director attended at least 75% of aggregate Board and applicable committee meetings. All directors attended the 2024 annual meeting; director education and orientation processes in place .
Fixed Compensation
| Component | Amount/Detail | 2024 Value |
|---|---|---|
| Annual Board cash retainer (program) | $50,000 (payable quarterly; directors may elect equity in lieu of cash) | Program parameter |
| Cash fees actually paid | Elected equity instead of cash | $0 |
| Equity in lieu of cash (quarterly grants) | Stock in lieu of quarterly retainers: Mar 31 (726 sh, $14,614); Jun 30 (647 sh, $14,693); Sep 30 (677 sh, $15,855); Dec 31 (426 sh, $15,873) | $61,035 total |
| Committee/leadership retainers | Program provides additional cash retainers for committee chairs/members; paid quarterly; election to take equity available | Program parameter |
Performance Compensation
| Equity Award | Grant Date | Shares/Value | Vesting | Notes |
|---|---|---|---|---|
| Annual RSU award (all directors) | Jun 26, 2024 | 10,085 RSUs; $224,996 grant-date fair value | Equal quarterly over one year; final tranche vests day before next annual meeting | Standard non-employee director grant |
| Total stock awards (reported) | FY 2024 | $286,031 | N/A | Aggregate grant-date fair value per FASB ASC 718 |
| Change-in-control treatment | N/A | N/A | Outstanding but unvested RSUs fully accelerate upon change in control for non-employee directors | Applies to director RSUs |
Other Directorships & Interlocks
| Item | Detail |
|---|---|
| Ribbit Capital affiliates financing | Entities affiliated with Ribbit Capital (Bullfrog Capital, L.P. and RH-N Bullfrog Opportunity I, LLC) purchased $501.6 million of Tranche I convertible notes in 2021 with warrants exercisable at $26.60; Ribbit ceased to hold >5% as of Dec 31, 2024 . |
| Warrant pledges/hedging | On Feb 27, 2025, Ribbit affiliates pledged 2,828,430 Company warrants under put spread collar hedging arrangements with Bank of America; Company entered issuer agreements acknowledging enforcement rights under these arrangements . |
| Independence review notes | Board considered Ribbit relationships and ordinary-course payments when determining Malka’s independence; amounts did not exceed 5% of recipient revenues . |
Expertise & Qualifications
- Financial services/fintech expertise; marketing/brand-building; technology infrastructure and cybersecurity oversight .
- Built and exited multiple fintech platforms across geographies; extensive operating experience in Latin America and emerging markets .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Total beneficial ownership (Class A) | 11,370,572 shares (1.5% of Class A) | Includes shares held via personal, trusts, and investment entities detailed in footnotes . |
| Voting power | 0.6% | Class B not held; voting % reflects Class A . |
| Unvested RSUs (12/31/2024) | 10,431 | Vested but unpaid RSUs: 0 . |
| Warrant positions | 2,828,430 Company warrants held by Bullfrog and RH-N are pledged under hedging arrangements . | |
| Stock ownership guideline | 5× annual Board cash retainer ($250,000); as of end of 2024, Malka satisfied director ownership guidelines . | |
| Hedging/pledging policy | Company prohibits covered persons (incl. directors and controlled entities) from hedging and pledging Company securities and trading in “Robinhood Derivatives,” excluding company-granted RSUs/options . |
Governance Assessment
- Alignment signals: elected to receive all 2024 Board/committee fees in stock rather than cash; total 2024 director compensation was entirely equity-based ($286,031 stock awards; $0 cash), strengthening alignment with shareholders .
- Committee effectiveness: active member of the People and Compensation Committee (7 meetings in 2024) overseeing executive compensation, HCM, clawback policies, and succession; co-signed the People Committee report .
- Independence and related-party oversight: Board affirmatively determined Malka is independent, having reviewed Ribbit-related transactions and confirming thresholds; Audit Committee oversees related-person transactions under a formal policy .
- Say-on-Pay context: 98% approval in 2024 indicates broad shareholder support for compensation governance, which the People Committee considered in its decisions .
- Attendance: met the minimum attendance threshold; Board emphasizes executive sessions and director education, supporting governance quality .
RED FLAGS
- Warrants pledged by entities affiliated with Malka: 2,828,430 Company warrants pledged under hedging structures (put spread collars) with issuer agreements acknowledging enforcement—this introduces counterparty/forced-sale risk and may conflict with the company’s broad policy against pledging of Company securities for covered persons and their controlled entities; Board should clarify policy applicability and any waivers or exceptions for investment entities tied to directors .
Related-party exposure: Ribbit’s large pre-IPO financing participation and ongoing warrant arrangements require continued Audit Committee monitoring to mitigate perceived conflicts and ensure independence remains unimpaired .
No individual legal proceedings disclosed involving Malka; IPO litigation named certain other directors, not Malka .