Gabrielle Toledano
Director at IONQ
Board
About Gabrielle Toledano
Gabrielle Toledano, 58, joined IonQ’s board in February 2025 and is an independent Class III director whose current term runs through the 2027 annual meeting; she chairs the Nominating & Corporate Governance Committee and serves on the Audit Committee . She is Chief Operating Officer at Keystone Strategy (since 2020), and previously held senior people/HR leadership roles at Tesla (Chief People Officer, 2017–2018), Electronic Arts (Chief Talent Officer, 2006–2017), Siebel Systems (CHRO, 2002–2006), and earlier HR leadership roles at Microsoft and Oracle (1991–2002); she holds undergraduate and graduate degrees from Stanford University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Keystone Strategy | Chief Operating Officer | 2020–Present | COO of global technology/advisory firm |
| Comcast Ventures | Executive in Residence | 2019 | Strategic advisory |
| Tesla | Chief People Officer | 2017–2018 | Led HR; public company experience |
| Electronic Arts | Chief Talent Officer | 2006–2017 | Talent strategy at scale |
| Siebel Systems | Chief Human Resources Officer | 2002–2006 | CHRO at enterprise software leader |
| Microsoft | HR leadership | 1991–2002 | Senior HR roles |
| Oracle | HR leadership | 1991–2002 | Senior HR roles |
External Roles
| Organization | Role | Public/Private | Tenure |
|---|---|---|---|
| Fountain | Director | Private | Current |
| Altanine | Director | Private | Current |
| Bose Corporation | Director | Private | Prior |
| Glu Mobile | Director | Public (acquired) | Prior |
| Lilium | Director | Public | Prior |
| Velo3D | Director | Public | Prior |
| Vaxxinity | Director | Public | Prior |
| Jive Software | Director | Public (acquired) | Prior |
Board Governance
- Independence: The board determined Toledano is independent under NYSE standards .
- Committee assignments: Audit Committee member; Nominating & Corporate Governance Committee chair (post-2025 annual meeting composition: Singh and Toledano) .
- Board structure: 8 directors; majority independent (all except President/CEO Niccolo de Masi and Executive Chair Peter Chapman) .
- Lead Independent Director: Inder M. Singh; he presides over executive sessions of independent directors and sets agendas with the Chair .
- Committee activity (2024): Audit met 13 times; Compensation met 8 times; Nominating & Corporate Governance met 9 times .
- Attendance: In 2024, each director (then serving) attended at least 75% of board and committee meetings; Toledano joined in 2025, so her 2024 attendance is not applicable .
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Base annual retainer (non-employee director) | $50,000 | Current policy (amended Oct 2024) |
| Audit Committee member retainer | $8,000 | Non-chair member |
| Nominating & Corporate Governance Committee chair retainer | $10,000 | Chair premium |
| Lead Independent Director retainer | $70,000 | Not applicable to Toledano |
| Non-executive Chair retainer | $70,000 | Not applicable to Toledano |
- Based on her current roles (director + Audit member + Nominating & Governance chair), indicative cash retainers total $68,000 under the policy; actual paid amounts depend on appointment dates and proration schedules .
Performance Compensation
| Equity Component | Grant Value | Vesting | Notes |
|---|---|---|---|
| Initial RSU grant for newly appointed/elected directors | $220,000 | Vests in full at the next annual meeting or on the one-year anniversary measured from the day after the prior year’s annual meeting, subject to service | Pro-rated from appointment date to prior annual meeting |
| Annual RSU grant (each year post-AGM) | $220,000 | Vests in full at the following year’s annual meeting or one year from grant date, subject to service | Granted first business day after AGM |
| Change-in-control vesting | N/A | Unvested director equity fully vests immediately prior to effective date of CIC | Applies to non-employee directors |
| Election to receive equity in lieu of cash | Variable | Quarterly fully vested RSUs in arrears | RSUs equal to cash due divided by quarter-end share price |
Other Directorships & Interlocks
- Compensation Committee interlocks: None involving Toledano; current compensation committee members are Chou (chair) and Scannell .
- Related party transactions: No transactions involving Toledano disclosed; related person transactions are reviewed/approved by the Audit Committee per policy .
Expertise & Qualifications
- Human capital and organizational leadership at global technology companies (Tesla, EA, Microsoft, Oracle; Siebel Systems) .
- Operating executive experience (COO at Keystone Strategy) with advisory exposure to technology strategy .
- Education: Undergraduate and graduate degrees from Stanford University .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | As Of |
|---|---|---|---|
| Gabrielle Toledano | — | <1% | March 31, 2025 |
- Director stock ownership guideline: Non-employee directors must hold shares equal to ≥5× their annual board cash retainer within 5 years (excludes committee/lead premiums) .
- Hedging/pledging prohibitions: Company policy prohibits hedging and pledging of IonQ stock for all insiders .
Governance Assessment
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Positive signals:
- Independent director with chair role over Nominating & Governance, directly influencing board composition, evaluations, and succession planning; committee responsibilities explicitly include board evaluations, succession planning, and governance guidelines .
- Audit Committee membership adds oversight on financial reporting, related party transactions, internal controls, and cybersecurity; audit met 13 times in 2024, indicating active oversight cadence .
- Strong shareholder support framework: 2024 Say-on-Pay approval at ~95% and decision to hold annual votes suggest constructive investor engagement culture (applies to NEOs/program governance) .
- Robust governance policies: clawback policy compliant with SEC/NYSE, insider trading policy prohibits hedging/pledging, and director ownership guidelines in place .
-
Watch items / RED FLAGS:
- Low immediate ownership alignment: No reported beneficial ownership for Toledano as of March 31, 2025, though tenure is recent and policy provides up to five years to reach guidelines .
- Multiple external board roles historically (including at public companies); while experience is additive, continuing private board roles (Fountain, Altanine) should be monitored for any future related-party exposure; none disclosed currently .
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Overall implication: Toledano’s governance footprint at IonQ emphasizes board effectiveness (as N&G chair) and financial/cyber oversight (Audit member), with formal policies mitigating misalignment risks; near-term ownership buildup will be a key alignment milestone for investor confidence .