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John Murphy

Lead Independent Director at LEGALZOOM.COMLEGALZOOM.COM
Board

About John Murphy

John Murphy (age 56) is LegalZoom’s Lead Independent Director (since July 2024), an independent director since 2021, Audit Committee Chair, and a member of the Nominating & Corporate Governance Committee . He previously served as EVP & CFO of Adobe (2018–2021), and as Adobe’s SVP, Chief Accounting Officer & Corporate Controller (2017–2018); prior roles include Chief Accounting Officer at Qualcomm and senior finance roles at DIRECTV, Experian, Nestlé, and ARCO . He holds a B.S. in Accounting (Fordham University) and an MBA (USC Marshall) . Murphy also serves on the boards of Pure Storage (NYSE: PSTG) and Roper Technologies (Nasdaq: ROP) .

Past Roles

OrganizationRoleTenureCommittees/Impact
Adobe Inc.EVP & Chief Financial Officer2018–2021Senior finance leadership and scaling processes
Adobe Inc.SVP, Chief Accounting Officer & Corporate Controller2017–2018Financial reporting, controls
Qualcomm Inc.SVP, Chief Accounting Officer & Corporate Controller2014–2017Corporate controller leadership
DIRECTV Inc.SVP, Controller & Chief Accounting Officer2007–2014Corporate controller leadership
DIRECTV Inc.VP & General Auditor2004–2007Internal audit leadership
Experian; Nestlé; ARCOVarious finance and accounting rolesPrior to 2004Global finance experience
DirecTV Holdings LLC (private)Director2007–2014Board service

External Roles

CompanyRoleCommittee Roles (if disclosed)
Pure Storage, Inc. (NYSE: PSTG)DirectorNot disclosed in LZ proxy
Roper Technologies, Inc. (Nasdaq: ROP)DirectorNot disclosed in LZ proxy

Board Governance

  • Independence: The Board determined Murphy is independent under Nasdaq rules .
  • Roles: Lead Independent Director (since July 2024) with responsibilities including setting agendas for independent sessions, coordinating with committee chairs, and acting as liaison to the CEO/Chair .
  • Committees: Audit Committee Chair; Nominating & Corporate Governance Committee member; designated an Audit Committee Financial Expert .
  • Attendance: The Board met 8 times in 2024; all current directors attended at least 75% of Board and committee meetings during their service; Audit/Comp/Nominating met 5/7/5 times, respectively .
  • Executive sessions: Regular executive sessions of independent directors chaired by the Lead Independent Director .
  • Policies: Anti-hedging/pledging prohibition for directors and officers; robust ownership guidelines for non-employee directors; annual Board/committee evaluations .

Fixed Compensation

ComponentAmountNotes
2024 Director Cash Fees (Murphy)$67,615Includes Board, committee, and chair retainers
2024 Director Stock Awards (Murphy)$178,548Time-vested RSUs; ASC 718 grant-date fair value
2024 Total Director Compensation (Murphy)$246,163Cash + equity

Director fee schedule (Eligible Director Compensation Policy):

  • Board retainer: $35,000; Lead Independent Director retainer: $51,500 (inclusive) .
  • Committee member retainers: Audit $10,000; Compensation $7,500; Nominating $5,000 .
  • Committee chair retainers (inclusive): Audit $20,000; Compensation $15,000; Nominating $10,000 .
  • Annual director equity: RSUs targeting $200,000; annual grant vests at next annual meeting or first anniversary; initial grants vest over three years; Change in Control accelerates vesting .

Ownership alignment:

  • Non-employee director ownership guideline: 5x annual cash Board retainer within five years; post-phase-in, must retain 100% of net shares from vesting until in compliance .

Performance Compensation

Performance-conditioned director payStatus
PSUs/options/performance-linked equity for directorsNone disclosed; director equity grants are time-vested RSUs per policy

Other Directorships & Interlocks

  • Current public company boards: Pure Storage (PSTG); Roper Technologies (ROP) .
  • Compensation Committee interlocks: None—LZ discloses no interlocks or insider participation for its Compensation Committee .
  • Related-party transactions: LZ disclosed no related person transactions involving directors/officers beyond those described; no Murphy-specific transactions disclosed (policy vests review with Audit Committee) .

Expertise & Qualifications

  • Financial expertise: Audit Committee Financial Expert; former public company CFO; deep accounting, controls, and risk oversight background .
  • Technology and operations: Senior roles across software, communications, and consumer tech (Adobe, Qualcomm, DIRECTV); experience scaling organizations and modernizing processes .
  • Governance: Lead Independent Director experience; board leadership and committee oversight .

Equity Ownership

HolderShares Beneficially Owned% of OutstandingNotes
John Murphy64,033<1%As of April 10, 2025; based on 181,184,393 shares outstanding
Murphy RSUs Outstanding (12/31/2024)21,080Unvested time-based RSUs outstanding at year-end 2024
  • Anti-hedging/pledging: Company policy prohibits hedging and pledging by directors and officers .
  • Ownership guideline: 5x annual cash retainer; individual compliance status not disclosed .

Governance Assessment

Strengths

  • Lead Independent Director with clear authorities, enhancing oversight under combined CEO/Chair structure .
  • Audit Chair and Audit Committee Financial Expert; strong financial controls and ERM/cybersecurity oversight remit .
  • Independence affirmed; attendance threshold met; regular executive sessions reinforce independent oversight .
  • Director pay heavily equity-based (time-vested RSUs) with stringent stock ownership guidelines, aligning interests with shareholders .
  • No hedging/pledging allowed; no Murphy-related party transactions disclosed .

Watch items

  • Combined CEO/Chair model requires continued strong Lead Independent Director engagement; Murphy’s role partially mitigates this .
  • Time-based RSU grants for directors lack explicit performance conditions (common market practice but lower direct pay-for-performance signal for directors) .
  • Multiple public boards: Murphy serves on two additional public boards (PSTG, ROP), within LZ’s overboarding limit (max 4) but entails workload balancing .

Contextual shareholder signals

  • 2024 say-on-pay approval exceeded 81%; targeted investor outreach in 2024; Board implemented compensation design changes emphasizing PSUs for executives and TSR linkage (reflects responsiveness) .