David Sze
About David Sze
David Sze is an independent director of Nextdoor Holdings, Inc. (KIND), serving since November 2021, and a Partner at Greylock Partners since 2000 focused on consumer internet investments . He holds a B.A. in Economics and Political Science from Yale University and an M.B.A. from Stanford Graduate School of Business . Age 59, Sze previously served as SVP of Product Strategy at Excite/Excite@Home and has prior public company board experience at LinkedIn and Pandora Media . The Board has determined Sze is independent under NYSE and SEC standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Excite / Excite@Home | SVP, Product Strategy | Not disclosed | Product strategy leadership at a major web portal |
| LinkedIn (public) | Director | Not disclosed | Prior public board oversight at a scaled network platform |
| Pandora Media (public) | Director | Not disclosed | Prior public board oversight in media/streaming |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Greylock Partners | Partner | Since 2000 | Oversees consumer tech investments; managing member roles at Greylock XIII GP and XIV GP per beneficial ownership footnote |
| Northern Lights Venture Capital | Board of Advisors (member) | Not disclosed | Advisory role |
| Yale University | Board of Trustees (member) | Not disclosed | University governance |
| Rockefeller University | Board of Trustees (member) | Not disclosed | University governance |
Board Governance
- Committee memberships (current and expected changes):
- Current: Compensation and People Development Committee member .
- Post-2025 Annual Meeting expected changes: Audit and Risk Committee to include Dana Evan (Chair), David Sze, and Robert Hohman; Compensation Committee will transition to Jason Pressman (Chair), Niraj Shah, and Elisa Steele (Sze not listed) .
- Independence: Board determined Sze is independent; all committees composed solely of independent directors .
- Attendance: Sze attended 10 of 14 board and applicable committee meetings (71%); below the 75% threshold due to preexisting conflicts with special CEO transition meetings, noted as an exception alongside two other directors .
- Lead Independent Director: Elisa Steele serves as Lead Independent Director; executive sessions are presided over by the LID .
- Related party transactions: None >$120,000 involving directors, including Sze, during 2024–present (other than standard compensation arrangements) .
- Insider trading controls: Anti-hedging policy; pledging prohibited unless approved by Chief Legal Officer .
Fixed Compensation
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | 44,725 | Director cash compensation earned in 2024 |
| Committee cash framework (program terms) | Chair: Audit $27,500; Comp $27,500; Nominating $10,000; Members: Audit $10,000; Comp $10,000; Nominating $4,000; LID $15,000; Board retainer $40,000 | Program amended in 2024; payable quarterly; pro-rated for partial terms |
- Consultant and benchmarking: Compensia engaged as independent consultant; provides market analyses; no conflicts of interest; supports Board/Committee design and disclosure .
Performance Compensation
- Directors at KIND do not receive performance-based pay; equity awards are time-based RSUs (and limited stock options during 2023–2024 transition), with standard vesting schedules and change-in-control acceleration per plan terms .
- 2024 equity awards and outstanding equity:
- RSUs granted: 68,627 shares in 2024 to Sze; vest on the earlier of the next Annual Meeting or one year from June 18, 2024 .
- Stock options: 49,435 options granted in monthly installments (Sept 2023–June 2024 schedule); all vested immediately on grant; 123,517 options outstanding at FY-end; none unvested .
- Fair value references for monthly options grants in 2024: Jan $1.04; Feb $0.96; Mar $1.31; Apr $1.34; May $1.28; Jun $1.51 .
| Equity Component (2024) | Number of Shares/Options | Grant Date Fair Value ($) | Vesting |
|---|---|---|---|
| RSUs (Annual award) | 68,627 | 196,959 | Vest on earlier of next AGM or 1 year from June 18, 2024 |
| Options (monthly installments) | 49,435 | 61,226 | Immediate vesting per monthly schedule (see values above) |
| Options outstanding at FY-end | 123,517 | N/A | 0 unvested (fully exercisable) |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Compensation Committee interlocks | None disclosed with other companies; no reciprocal executive roles noted for 2024 |
| Significant beneficial holders affiliations | Greylock entities are significant holders; Sze is a managing member of Greylock XIII GP and Greylock XIV GP, aligning him with Greylock’s holdings |
| Shared boards with competitors/suppliers/customers | Not disclosed in proxy |
Expertise & Qualifications
- Venture investing and consumer internet: Partner at Greylock since 2000 overseeing consumer-facing tech investments .
- Product and platform experience: SVP Product Strategy at Excite/Excite@Home; prior public board experience at LinkedIn and Pandora .
- Academic governance: Trustee at Yale University and Rockefeller University .
Equity Ownership
| Ownership as of March 31, 2025 | Class A Shares (#) | % of Class A | Class B Shares (#) | % of Class B | Combined Voting Power (%) |
|---|---|---|---|---|---|
| David Sze | 12,254,089 | 5.19% | 21,196,977 | 14.33% | 13.08% |
| Options exercisable (Class A) | 123,517 | N/A | — | N/A | N/A |
- Breakdown and attribution: Sze’s reported holdings include 123,517 fully vested Class A options and significant positions held through Greylock-affiliated entities as detailed in footnote 3 (GDF, GDFII, Greylock XIII, Greylock XIII-A, Greylock XIII Principals, Greylock 16 LPs) .
- Stock ownership guidelines: Non-employee directors subject to 3x annual cash retainer ownership, to be met by the latest of five years from coverage/promotion or by January 1, 2030; evaluated annually by the Compensation Committee . Given reported beneficial ownership, Sze materially exceeds guideline thresholds .
- Hedging/pledging: Hedging prohibited; pledging requires CLO approval; no pledging by Sze disclosed .
Fixed Compensation (Director-Level Detail for 2024)
| Metric | Amount ($) |
|---|---|
| Cash Fees | 44,725 |
| Option Awards (FASB ASC 718) | 61,226 |
| Stock Awards (RSUs, FASB ASC 718) | 196,959 |
| Total | 302,910 |
Insider Trades and Filings
| Date | Filing | Description |
|---|---|---|
| April 4, 2024 | Form 4 (late filing) | Administrative late filing reported for stock options granted to directors including David Sze on April 1, 2024 |
Note: The proxy’s “Delinquent Section 16(a) Reports” section flagged this late Form 4 due to administrative error; no additional transaction details were disclosed in the proxy .
Governance Assessment
-
Strengths
- Independence affirmed; committees are independent-only; robust governance practices (executive sessions, annual evaluations, clawback policy, cybersecurity oversight) .
- Significant equity ownership aligning interests; director stock ownership guidelines in place and likely exceeded by Sze .
- No related-party transactions involving Sze; anti-hedging policy reduces misalignment risk .
- Expected committee rotations post-AGM broaden oversight (adding Sze to Audit & Risk) .
-
Watch items / RED FLAGS
- Attendance below 75% (71% in 2024) due to conflicts around CEO transition special meetings; still a notable deviation from best-practice thresholds .
- Administrative late Form 4 in April 2024 for option grants; while clerical, timely compliance is important for investor confidence .
- Significant affiliation with a large shareholder (Greylock) implies potential perception of influence; Board states no related-party transactions, but continued vigilance on conflicts is warranted .
-
Compensation structure signals
- 2024 program increased cash retainers and added committee member fees; shift away from options to RSUs for directors—reduces risk and dilution, consistent with market practice .
- Equity awards for directors are time-vested, not performance-based; alignment relies on ownership and market price, not operational metrics .
Overall, Sze brings deep consumer tech and venture expertise with meaningful ownership alignment, but his 2024 attendance shortfall and the late Section 16 filing are governance watch items; expected movement onto Audit & Risk post-AGM increases his accountability in financial and risk oversight .