Danielle Sheer
MANHATTAN ASSOCIATESAbout Danielle Sheer
Danielle Sheer is an independent director of Manhattan Associates (appointed May 13, 2025; Class II term through 2027) and serves on the Nomination & Governance Committee. She is Chief Trust Officer at Commvault Systems (since 2022), with deep expertise in cybersecurity, governance, and regulatory compliance; education includes a J.D. from Georgetown University Law Center and a B.A. from George Washington University . MarketScreener lists her age as 44 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Commvault Systems, Inc. (NASDAQ: CVLT) | Chief Trust Officer | 2022–present | Leads business development, corporate development, cybersecurity, governance programs |
| Bottomline Technologies (NASDAQ: EPAY) | Chief Legal Officer | 2019–2022 | Led legal function at fintech payments provider |
| Carbonite, Inc. (NASDAQ: CARB) | General Counsel | Prior to 2019 | Led the company through its IPO |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| LinkSquares (private) | Board of Directors | Ongoing | AI-powered CLM solution |
| Beth Israel Deaconess Medical Center (non-profit) | Board of Directors | Ongoing | Harvard Medical School teaching hospital |
| The L Suite | Global Chair | Ongoing | Leadership network role |
| BreachRx; Formally; NetZero Institute | Director | Ongoing | Various private/mission-driven organizations |
Board Governance
- Appointment and tenure: Appointed to MANH Class II director seat effective May 13, 2025; term expires in 2027 .
- Committee assignment: Member, Nomination & Governance Committee (MANH Board page) .
- Independence: MANH states board committees are fully independent, and Nomination & Governance is composed solely of independent directors .
- Attendance: MANH reported all directors attended 100% of Board and committee meetings in 2024; Sheer joined in 2025, so her personal attendance is not applicable for 2024 .
- Lead Independent Director policy: Adopted March 2025 to preserve independent oversight with an Executive Chairman structure; Noonan anticipated as Lead Independent Director .
- Related-party transactions: None requiring disclosure since Jan 1, 2024; no conflicts currently proposed .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Board annual cash retainer (non-Chair) | $60,000 | Paid quarterly |
| Audit Committee member | $10,000 | Annual fee |
| Compensation Committee member | $7,500 | Annual fee |
| Nomination & Governance Committee member | $5,000 | Annual fee |
| Chairman of the Board cash retainer | $160,000 | Paid monthly |
| Audit Committee Chair | $20,000 | Annual fee |
| Compensation Committee Chair | $20,000 | Annual fee |
| Nomination & Governance Committee Chair | $10,000 | Annual fee |
Performance Compensation
| Equity Award | Grant Date | Grant Value | Vesting | Shares Granted |
|---|---|---|---|---|
| Director RSUs (annual) | May 11, 2024 | $260,000 | Earlier of 1 year or next Annual Meeting, subject to continued service | 1,154 RSUs (based on $225.35 closing price) |
- Director equity is service-based RSUs; no performance metrics (e.g., revenue, AOI) are tied to director compensation awards in 2024 .
- Clawback and hedging: Company maintains an Incentive-Based Compensation Recoupment (clawback) policy and prohibits hedging and significant pledging of company securities .
Other Directorships & Interlocks
| Company | Public/Private | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Commvault Systems, Inc. | Public (NASDAQ: CVLT) | Chief Trust Officer | No MANH-related transactions disclosed; no related-party transactions reported |
| LinkSquares | Private | Director | No MANH-related transactions disclosed |
| Beth Israel Deaconess Medical Center | Non-profit | Director | No MANH-related transactions disclosed |
Expertise & Qualifications
- Cybersecurity and data protection leadership, building global privacy systems; scaled corporate trust operations at public tech companies .
- Corporate governance, legal, and regulatory compliance credentials; led Carbonite through IPO .
- Education: J.D., Georgetown University Law Center; B.A., George Washington University .
Equity Ownership
| Holder | Shares | Source |
|---|---|---|
| Danielle Sheer | 1,330 shares (as of 2025-05-12) | MarketScreener profile |
| Director ownership guideline | 5× annual base cash retainer; 5-year compliance window | Applies to non-employee directors |
| Hedging/pledging | Prohibited; significant pledging prohibited | Insider Trading Policy |
Note: MANH’s beneficial ownership table (as of Feb 28, 2025) predates Sheer’s appointment and does not list her holdings .
Governance Assessment
- Board effectiveness: Sheer’s cybersecurity and governance background strengthens oversight of technology and risk, aligned with MANH’s SaaS and cloud-first strategy .
- Independence and committee fit: Placement on the Nomination & Governance Committee is consistent with her governance expertise; MANH’s committees are fully independent, supporting board objectivity .
- Alignment: Director compensation mix favors equity ($260k RSUs) with modest cash retainers, reinforcing long-term alignment; director stock ownership guidelines require 5× cash retainer within five years .
- Conflicts: No related-party transactions disclosed; hedging/pledging prohibitions reduce misalignment risk .
- Oversight structure: Lead Independent Director policy adopted with shift to Executive Chairman helps maintain robust independent oversight; beneficial amid leadership transitions .
- Shareholder support signals: 2025 say-on-pay passed with 48.668M for vs 4.571M against; auditor ratification passed, indicating broad governance support .
RED FLAGS: None disclosed specific to Sheer. Monitoring areas include potential interlocks with Commvault or other boards; MANH reports no related-party transactions and maintains strict insider trading/hedging policies .