Girish Rishi
About Girish Rishi
Independent director of Insight Enterprises, Inc. (NSIT) since December 2017; age 55. He is currently Chief Executive Officer of Cognite LLC (since April 2022) and previously served as CEO of Blue Yonder (2017–2021), with earlier senior roles at Tyco, Zebra Technologies, Motorola Solutions, Matrics, and Symbol Technologies spanning enterprise software, industrial data, and go-to-market leadership across EMEA and North America . He is classified as independent under Nasdaq standards; the Board has determined all directors other than the CEO are independent .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cognite LLC | Chief Executive Officer | Apr 2022–present | Leads industrial SaaS driving digital transformation for asset-heavy clients |
| Blue Yonder | Chief Executive Officer | Jan 2017–Feb 2021 | CEO of supply chain management software provider |
| Tyco International | GM, Global Retail Solutions; NA Building Automation | May 2015–Dec 2016 | P&L and operational leadership |
| Zebra Technologies | SVP, Enterprise | Oct 2014–May 2015 | Enterprise solutions leadership |
| Motorola Solutions | Corporate VP, Enterprise Mobile Computing; prior roles | 2005–2013 | Multiple senior roles in enterprise mobility |
| Matrics, Inc. | SVP, Marketing & Strategy | 2003–2004 | RFID strategy and marketing |
| Symbol Technologies | Various roles; led EMEA region | 1995–2003 | Regional leadership across EMEA |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Digi International, Inc. | Director (public company) | Jun 2013–Jan 2018 | Prior public company directorship |
Board Governance
| Attribute | Detail |
|---|---|
| Committee assignments | Audit Committee member; Nominating & Governance Committee member |
| Chair roles | None listed for Mr. Rishi |
| Independence | Independent director under Nasdaq standards |
| Attendance | Each director except one (not Mr. Rishi) attended ≥75% of Board/committee meetings in 2024; all directors attended the 2024 Annual Meeting |
| Years of service | Director since Dec 2017 (≈8 years as of 2025) |
| Committee meeting cadence (2024) | Audit: 10 meetings; Nominating & Governance: 4 meetings |
Fixed Compensation
| Component (2024/2025 program) | Amount | Notes |
|---|---|---|
| Board retainer | $90,000 | Paid quarterly |
| Audit member retainer | $15,000 | Member retainer |
| Nominating & Governance member retainer | $5,000 | Member retainer |
| Mr. Rishi – 2024 cash fees | $110,000 | Sum of retainers received |
Performance Compensation
| Equity element | 2024 grant value | Vesting | Notes |
|---|---|---|---|
| Annual RSU grant (non-employee directors) | $200,000 | Vests ratably over 3 years | No changes for 2025; RSUs accelerate on retirement per conditions |
| Mr. Rishi – 2024 stock awards (grant-date fair value) | $200,035 | Per program | Granted May 21, 2024 at $208.37 per share program reference |
2024 Director Compensation Mix (Mr. Rishi)
| Cash fees | Stock awards | Total | Mix (Cash/Equity) |
|---|---|---|---|
| $110,000 | $200,035 | $310,035 | 35% / 65% |
Other Directorships & Interlocks
- Current public company boards: None disclosed .
- Prior public company board: Digi International, Inc. (2013–2018) .
- Compensation Committee interlocks: None; Company disclosed no interlocks or insider participation issues for 2024 .
- Related-party transactions: None requiring disclosure since the start of fiscal 2024; transactions governed by an Audit Committee-administered RPT policy .
Expertise & Qualifications
- CEO track record in enterprise software and industrial data (Cognite; Blue Yonder) .
- Deep operating experience in enterprise mobility, RFID, and EMEA market leadership (Motorola Solutions, Symbol, Zebra) .
- Board governance experience (prior Digi International board service) .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (Feb 28, 2025) | 11,112 shares; <1% of outstanding |
| Unvested stock awards (Dec 31, 2024) | 2,283 RSUs |
| Director stock ownership guideline | ≥5× annual retainer within 5 years |
| Compliance status | All non-employee directors except two new 2024 appointees had attained required level as of Dec 31, 2024 (implies Mr. Rishi is compliant) |
| Hedging/pledging | Company policy prohibits hedging, short sales, and pledging by directors |
Insider Trades (recent filings)
| Date (filed) | Form | Summary | Source |
|---|---|---|---|
| May 21, 2024 | Form 4 | Reported annual director RSU grant; program grant value $200,035; vesting over 3 years (per proxy) | https://www.sec.gov/Archives/edgar/data/1578454/000095017024063041/0000950170-24-063041-index.htm |
| May 22, 2024 | Form 4 | Additional filing related to director equity transactions | https://www.sec.gov/Archives/edgar/data/1578454/000095017024063661/0000950170-24-063661-index.htm |
| May 20, 2025 | Form 4 | Director equity transaction reported (see filing for details) | http://pdf.secdatabase.com/880/0000950170-25-075221.pdf |
Governance Assessment
- Positives:
- Independent director with relevant operating expertise in cloud, data, and enterprise software; serves on Audit and Nominating & Governance—committees central to controls, risk oversight, and board refreshment .
- Ownership alignment: meets rigorous 5× retainer ownership guideline; director pay is equity-heavy (≈65% equity in 2024) .
- No related-party transactions disclosed; robust insider trading policy (no hedging/pledging) and Nasdaq-aligned clawback policy at the company level support investor protection .
- Shareholder alignment signal: Say-on-Pay support of ~98% in 2024 indicates broad investor endorsement of compensation governance .
- Watch items:
- Time commitments: Active CEO of Cognite; while not inherently a conflict, monitor for potential overlaps in business dealings—none disclosed to date .
- Attendance detail: Company discloses threshold-level attendance (≥75%) rather than individual percentages; no specific concern flagged for Mr. Rishi, and all directors attended the 2024 Annual Meeting .