Raymond Ozzie
Hewlett Packard EnterpriseAbout Raymond E. Ozzie
Independent director at HPE since 2015 (age 69). Founder and CEO of Blues Wireless; previously Chief Software Architect and Chief Technical Officer at Microsoft (2005–2010), where he created Microsoft Azure and helped pivot Microsoft from packaged software to services. Earlier founded Groove Networks (acquired by Microsoft in 2005) and is widely recognized as the creator of Lotus Notes, reflecting deep software, cloud, and enterprise collaboration credentials .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Blues Wireless Inc. | Founder & CEO | Current | Cellular IoT hardware/software/services; entrepreneurial/operator perspective for HPE’s tech oversight |
| Microsoft Corporation | Chief Software Architect; Chief Technical Officer | 2005–Dec 2010 | Created Microsoft Azure; led services-centric transformation—high relevance to HPE hybrid cloud and AI |
| Groove Networks, Inc. | Founder (acquired by Microsoft) | 1997–2005 | Collaboration software; exit to Microsoft—product strategy and integration experience |
External Roles
| Category | Current | Prior |
|---|---|---|
| Public company directorships | None | Not disclosed |
| Private/non‑profit boards | Not disclosed | Not disclosed |
Board Governance
- Committee assignments: Chair, Technology Committee; no other committee memberships shown .
- Independence: Board determined Ozzie is independent under HPE and NYSE standards; no material relationship with HPE .
- Attendance: Board held 7 meetings; committees held 35 (Technology: 6, including one joint session). Average Board/committee attendance ~96%; all directors ≥78% during tenure—director-level detail not itemized, but aggregate signals strong participation .
- Engagement: Directors participate in one‑on‑one investor outreach (“Board Outreach Program”) and stockholder Q&A as part of HPE’s engagement model .
- Stock ownership guideline for non‑employee directors: 5× annual cash retainer ($575,000); expected within five years. All directors with >5 years have met—Ozzie qualifies (director since 2015) .
- Hedging/pledging: Prohibited for directors (anti‑hedging policy; pledging generally prohibited) .
Fixed Compensation
| Component (Fiscal 2024) | Amount ($) | Notes |
|---|---|---|
| Annual cash retainer | 115,000 | Standard director retainer; paid quarterly |
| Committee chair fee (Technology) | 20,000 | Tech chair fee level per program |
| Meeting fees | 0 | Fees apply only above 10 meetings; none disclosed for Ozzie |
| Total cash earned | 135,000 | Matches fees paid in cash table |
| Annual equity retainer (RSUs grant date fair value) | 240,000 | RSUs generally vest at next annual meeting or after one year; dividend equivalents accrue, paid at vest |
Program structure: Annual cash retainer $115k, equity retainer $240k RSUs; committee chair fees (Tech $20k); directors may elect stock in lieu of cash and defer equity/stock; Ozzie’s 2024 cash not elected as stock (not listed among electors) .
Performance Compensation
Directors do not receive performance‑conditioned equity; annual director RSUs are time‑vested (no performance metrics). Dividend equivalents accrue and are paid only upon vesting; awards are subject to clawback policies .
| Equity Detail (Fiscal 2024) | Count/Value | Vesting/Notes |
|---|---|---|
| RSUs granted | 14,068 units | Time‑based; vest on earlier of next annual meeting or one year from grant |
| Grant date fair value | $240,000 | Accounting grant value |
| RSUs outstanding (FY-end) | 14,245 units | Includes dividend equivalents accrued |
| Clawback applicability | Yes | Policy covers annual and long‑term incentives (beyond NYSE minimums) |
Other Directorships & Interlocks
| Company | Role | Committee roles | Interlock/Conflict note |
|---|---|---|---|
| None | — | — | Board independence review found no material relationships; ordinary‑course counterparties reviewed and immaterial under thresholds |
Expertise & Qualifications
- Technology strategy, cloud platforms, software innovation, and enterprise IT; entrepreneurial leadership; business development and executive leadership qualifications .
- Skills matrix entries include business development & strategy, business ethics, executive leadership, extensive industry leadership, growth & transformation, technological innovation .
Equity Ownership
| Ownership metric (as of Dec 31, 2024) | Amount |
|---|---|
| Beneficially owned HPE common stock | 147,577 shares |
| RSUs outstanding (director awards) | 14,245 units |
| Shares outstanding (reference) | 1,313,212,053 shares |
| Ownership as % of shares outstanding | ~0.011% (147,577 / 1,313,212,053) |
| Ownership guideline status | Met (>5 years of service; all such directors met) |
| Hedging/pledging | Prohibited for directors |
Governance Assessment
- Board effectiveness: Ozzie’s chairmanship of the Technology Committee aligns directly with HPE’s strategic pillars (hybrid cloud, AI, networking). The Tech Committee oversees technology strategy, innovation health, IP portfolio quality, and advises on market entry/exit and R&D investments—critical to investor confidence amid AI adoption and Juniper acquisition integration plans .
- Independence and low conflict risk: Board affirmed independence; related‑party transaction policy and reviews in place; FY24 related‑person transactions deemed arm’s‑length and non‑material; no public company interlocks for Ozzie reduce overboarding/conflict exposure .
- Alignment and incentives: Robust director ownership guideline (5× cash retainer) and anti‑hedging/pledging policy strengthen alignment. Director pay is balanced, with fixed cash plus time‑vested RSUs; 2024 program unchanged after peer review by FW Cook, indicating stable and market‑aligned governance .
- Attendance/engagement: High aggregate attendance (96%) and active Board outreach with investors support governance quality and transparency .
RED FLAGS
- None disclosed specific to Ozzie. No material related‑party transactions; no other public boards (minimizes overboarding). Anti‑hedging/pledging policy in force; director equity awards are not repriced and dividends accrue only at vesting .
Additional Signals
- Say‑on‑pay support levels (context for pay governance): 90.9% approval for fiscal 2023; 89.9% for fiscal 2022, reflecting investor support for compensation practices overseen by HRC and the full Board .
- Committee cadence: Technology Committee met 6 times in FY24; joint sessions with FIC/Board for integrated oversight of AI, cybersecurity, and networking strategy .