CJ Prober
About CJ Prober
Charles “CJ” Prober, age 53, is a non-independent director of Life360 (LIF) who has served on the Board since January 2022. He is currently Chief Executive Officer and a director of NETGEAR, Inc. (since January 2024), and previously served as Life360’s President (until July 2023) following Life360’s acquisition of Tile, where he was CEO from September 2018; earlier roles include COO and SVP Software & Services at GoPro, with prior positions at Electronic Arts, McKinsey & Company, and Wilson Sonsini. He holds a Bachelor of Commerce from the University of Manitoba and a Bachelor of Laws from McGill University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Life360, Inc. | President (post-Tile acquisition); Life360 Board Director | President until July 2023; Director since Jan 2022 | Executive role rendered him not independent under Nasdaq/SEC standards |
| Tile, Inc. | Chief Executive Officer; Executive Chairman; Director | CEO: Sep 2018–Jan 2022; Exec Chair: Feb 2018–Sep 2018; Director: since Feb 2018 | Institutional knowledge in mobile app/hardware integration |
| GoPro, Inc. (Nasdaq: GPRO) | Chief Operating Officer; SVP Software & Services | COO: Jan 2017–Feb 2018; SVP: Jun 2014–Dec 2016 | Scaled consumer tech/software services |
| Electronic Arts Inc. (Nasdaq: EA) | Various leadership positions | Not specified | Consumer software/games operations exposure |
| McKinsey & Company | Consultant | Not specified | Strategy/operations expertise |
| Wilson Sonsini Goodrich & Rosati | Attorney | Not specified | Legal and governance exposure |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| NETGEAR, Inc. | Chief Executive Officer; Director | Jan 2024–present | Public company CEO and board service |
| Glorious Gaming | Director | Jan 2024–Feb 2025 | Board experience at gaming hardware company |
Board Governance
- Independence status: Not independent due to executive service as Life360 President until July 2023; Board also considered related-person transactions in its independence assessment .
- Committee assignments: No committee membership listed for Prober in fiscal 2024; all committee members are independent under Nasdaq/SEC rules (Audit, Compensation, Nominating & Corporate Governance), which excludes Prober given his non-independent status .
- Board attendance: The Board met 14 times in 2024; each director attended at least 85% of Board and applicable committee meetings during their service period .
- Annual meeting attendance: All directors except Randi Zuckerberg attended the 2024 Annual Meeting; Prober is among those who attended .
- Board leadership: Independent Chair (John Philip Coghlan) presides over meetings and executive sessions, reinforcing independent oversight .
Fixed Compensation
| Component (FY 2024) | Amount ($) | Notes |
|---|---|---|
| Board member cash retainer | 50,000 | Cash retainer increased in 2024 to $50,000 for Board members |
| Committee fees | — | No committee roles; therefore no committee cash/equity supplements |
| Total cash | 50,000 | Sum of applicable cash fees |
Performance Compensation
| Component (FY 2024) | Measurement/Type | Amount ($) | Units/Outstanding | Vesting/Terms |
|---|---|---|---|---|
| Director equity retainer | Time-based RSUs (no performance metrics) | 169,995 | 2,896 RSUs outstanding as of 12/31/2024 | RSUs are reported at grant-date fair value; directors received 100% RSUs; Board increased equity retainers to $170,000 for members in 2024 |
| Legacy option awards | Stock options (pre-2023 grants) | N/A | 192,752 options outstanding as of 12/31/2024 | Outstanding from prior grants; option details aggregated for directors |
There are no performance-linked metrics (e.g., revenue, EBITDA, TSR) applied to director equity awards; director equity is delivered as time-based RSUs per the 2024 program .
Other Directorships & Interlocks
| Company | Type | Role | Potential Interlock/Conflict Considerations |
|---|---|---|---|
| NETGEAR, Inc. | Public | CEO; Director | Overlap in consumer hardware ecosystem; no disclosed related-party transactions between Life360 and NETGEAR |
- Related-party exposure on Board generally: Life360 entered a strategic partnership and SAFE investment with Hubble Network, led by Life360 co-founder Alex Haro; the Board deemed these related-person transactions and disclosed economics (e.g., $5.0M SAFE, warrant, $0.1M hardware revenue) with board-level oversight and policy controls . In the U.S. IPO, underwriting fees/commissions were paid by the Company on behalf of selling securityholders including Board members (Board: $3.9M; total $4.8M), standard in offerings with secondary components, and recorded as other income (expense) .
Expertise & Qualifications
- Executive Management, Leadership & Strategy; Governance/Risk Management; U.S. listed company experience; ASX experience, aligning with Life360’s dual-listed governance context .
Equity Ownership
| Category | Shares/Units | % Outstanding | Notes |
|---|---|---|---|
| Total beneficial ownership | 192,155 | <1% | As of 3/31/2025; includes CDIs where applicable |
| Direct common stock | 101,294 | — | Shares held directly by Prober |
| Options exercisable ≤60 days | 89,413 | — | Vested/exercisable within 60 days of 3/31/2025 |
| RSUs vested/will vest (admin lag ≤60 days) | 1,448 | — | RSUs that vested or will vest but not issued within 60 days |
| Outstanding RSUs (12/31/2024) | 2,896 | — | Aggregate RSUs outstanding |
| Outstanding options (12/31/2024) | 192,752 | — | Aggregate options outstanding (pre-2023 grants) |
| Shares pledged as collateral | None disclosed | — | Company policy prohibits pledging unless approved by General Counsel; also prohibits hedging |
- Section 16 compliance: Company reported all required insider filings for directors in 2024; the only late Form 4 was for the General Counsel; no Prober delinquencies disclosed .
Governance Assessment
- Independence risk: Prober is not independent due to his executive service at Life360 until July 2023, limiting eligibility for committee roles; all committees comprise independent directors, helping mitigate oversight risks but reducing Prober’s direct influence in audit/compensation/nom-gov processes .
- Attendance/engagement: Board convened 14 times in 2024 with ≥85% attendance by each director; Prober attended the 2024 Annual Meeting, supporting engagement and reliability of board process .
- Alignment and incentives: Director comp uses modest cash retainers with equity in RSUs, aligning director incentives with shareholder value without performance metrics that could bias short-term decisions; no hedging/pledging permitted, reinforcing alignment .
- Related-party controls: The Board discloses and routes related-person transactions (e.g., Hubble partnership; IPO underwriting fees for selling shareholders) under policy and Audit Committee oversight, which is critical for investor confidence in conflict management .
- Red flags and watch items:
- Not independent: May constrain role in objective oversight; mitigated by independent Chair and committee composition .
- Secondary share sale costs paid for Board during IPO: Common practice in combined primary/secondary offerings but investors may scrutinize optics; disclosure and accounting treatment provided .
- No committee assignments: Limits formal oversight contributions; consider future independence status if/when applicable to broaden governance impact .