Neil Tolaney
LEGALZOOM.COMAbout Neil Tolaney
Independent director at LegalZoom.com, Inc. (LZ); age 42; director since 2022. Education: B.A. in Economics and Political Science from Yale University; M.B.A. from Harvard Business School. Core credentials: General Partner at TCV with expertise in product innovation, M&A/capital allocation, subscription business models, and financial oversight; designated Audit Committee Financial Expert. Class I nominee up for re‑election at the June 3, 2025 Annual Meeting for a term through 2028 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| TCV | General Partner | March 2020–present | Private equity investor focused on tech; brings investing and operating experience serving consumers/SMEs across digital platforms |
| Francisco Partners | Deal Partner | 2016–2020 | Private equity operations and deal execution; relevant to LZ’s sponsor history and governance processes |
| PersonalizationMall.com | Managing Director | 2013–2016 | Ecommerce operating leadership |
| TCV | Vice President, Growth Equity | 2011–2013 | Growth investing experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Strava, Inc. (private) | Director | Current | Private company board; no LZ-disclosed committee details |
| Other U.S. public company boards | — | None | LZ proxy lists no other public boards |
Board Governance
- Independence: Board determined Neil Tolaney is independent under Nasdaq rules .
- Committees: Member, Audit Committee; Audit Committee met 5 times in 2024; Board committees are comprised solely of independent directors .
- Financial Expert: Board designated Tolaney as an “audit committee financial expert” per SEC rules .
- Attendance: Board met 8 times in 2024; each current director attended at least 75% of Board and relevant committee meetings during their service period .
- Executive sessions: Board and each committee hold regular executive sessions without management, chaired by the Lead Independent Director .
- Board leadership: CEO also serves as Chair; Lead Independent Director role established in July 2024 (John Murphy) .
Fixed Compensation (Director)
| Component | 2024 Amount |
|---|---|
| Annual cash fees paid | $0 (not eligible due to TCV affiliation) |
| Committee membership fees | $0 |
| Committee chair fees | Not applicable (not a chair) |
| Equity grants (director RSUs) | $0; RSUs outstanding at year-end: 0 |
Notes: LZ’s Eligible Director Compensation Policy provides retainers and annual RSU grants only to “Eligible Directors” (not associated with pre‑IPO sponsor funds). The Policy explicitly excludes Neil Tolaney; eligible directors have specific cash and RSU schedules, but Tolaney does not participate .
Performance Compensation (Director)
| Category | Details |
|---|---|
| Performance-linked director awards | None disclosed for Tolaney; directors under the Policy receive time-based RSUs, not PSUs/options; Tolaney excluded from Policy |
| Options/PSUs (director) | None for Tolaney |
Other Directorships & Interlocks
| Item | Detail |
|---|---|
| TCV ownership in LZ | Entities affiliated with TCV beneficially own 16,396,313 shares (9.0% of common stock) |
| Francisco Partners nomination rights | As of April 10, 2025, Francisco Partners retains rights to designate up to two directors; currently no Sponsor Designees on the Board |
Potential governance intersection: Tolaney’s GP role at TCV alongside TCV’s 9% stake is a governance consideration; Audit Committee oversees related-party transactions, risk, and cybersecurity, mitigating conflict risks through committee oversight .
Expertise & Qualifications
- Product innovation; M&A/capital allocation; subscription-based models; financial expertise; public-company governance .
- Audit Committee Financial Expert designation provides enhanced oversight over financial reporting and risk .
Equity Ownership
| Metric | Value |
|---|---|
| Shares beneficially owned by Neil Tolaney | 40,000 (<1%) as of April 10, 2025 |
| RSUs/options (director) | None outstanding for Tolaney |
| Ownership guidelines applicability | Not subject to Non‑Employee Director Stock Ownership Guidelines (Policy excludes him) |
| Hedging/pledging | Company policy prohibits directors/officers from hedging or pledging company stock |
Governance Assessment
- Strengths: Independent director; Audit Committee Financial Expert; member of fully independent Audit Committee with defined responsibilities for ERM, cybersecurity, and related‑party review; attended ≥75% of meetings in 2024; board conducts annual evaluations and regular executive sessions .
- Alignment: No cash/equity fees paid as director; personal stake of 40,000 shares plus alignment via TCV’s 9% ownership may enhance investor focus on long‑term value creation .
- Potential conflicts/monitoring: TCV’s 9% stake and Tolaney’s GP status warrant ongoing monitoring of related‑party transactions; Audit Committee explicit oversight reduces risk; Francisco Partners retains nomination rights though has no current designees .
- Board signals: Lead Independent Director role established; committees solely independent; anti‑hedging/pledging policy; clawback policy for executives; robust governance disclosures support investor confidence .
- Shareholder feedback context: 2024 say‑on‑pay support >81% indicates general support for compensation governance, though primarily relates to executive pay program .
Appendix: Key Committee and Policy References
- Audit Committee duties include approving related‑party transactions and overseeing ERM/cybersecurity; meetings in 2024: 5 .
- Director independence determination affirms Tolaney is independent .
- Director compensation table shows no fees or stock awards for Tolaney in 2024 .
- Beneficial ownership table confirms Tolaney’s 40,000 shares; TCV’s 9.0% holding .
- Eligible Director Compensation Policy excludes Tolaney based on sponsor affiliation .