Anne Kuykendall
About Anne Kuykendall
Anne Kuykendall is Senior Vice President and Chief Legal Officer of Penguin Solutions (PENG), serving in this role since September 2023; she previously served as Vice President, General Counsel, and Chief Compliance Officer from April 2021 to September 2023 . She is age 47 as of December 9, 2024, holds a JD from UC Berkeley and MA/BA from Stanford . Key performance context: fiscal 2024 cash STI would have resulted in no earned bonus based on company performance , while change‑in‑control valuation factors for her PSUs at 8/30/2024 were 131% (2021 grant), 168% (2022 grant), and 100% (2023 grant) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| MariaDB Corporation Ab | General Counsel and Head of HR | Not disclosed | Senior legal and HR leadership at open-source database company |
| DriveOn, Inc. | Legal leadership roles | Not disclosed | Legal leadership in technology growth contexts |
| Cloudera, Inc. | Legal leadership roles | Not disclosed | Enterprise data platform legal leadership |
| Cadence Design Systems, Inc. | Legal leadership roles | Not disclosed | Semiconductor EDA legal leadership |
External Roles
No public company directorships or committee roles disclosed for Ms. Kuykendall .
Fixed Compensation
| Metric | FY 2024 |
|---|---|
| Base Salary ($) | $450,000 |
| Target Annual Cash Bonus ($) | $292,500 (target) |
| Maximum Annual Cash Bonus ($) | $530,156 (maximum) |
| Actual Discretionary Bonus Paid ($) | $100,000 (Jan 2024, related to Brazil Divestiture) |
| Non‑Equity Incentive Plan Compensation ($) | $40,219 |
| Notes | FY2024 performance would have resulted in no earned bonus absent discretion |
Performance Compensation
Long‑Term Incentives (FY2024 grants decided in September 2023)
| Instrument | Grant Date | Shares/Units | Grant Date Fair Value ($) | Metric | Weighting | Vesting Terms |
|---|---|---|---|---|---|---|
| PSUs | 9/25/2023 | 20,621 target; payout range 50%–200% of target | $792,465 | TSR relative to median Russell 2000 company; linear interpolation; 3‑year performance period beginning 9/25/2023 | 50% of FY2024 LTI | Vests upon Compensation Committee certification after the performance period; change‑in‑control vesting per plan (≤12 months from grant → target; >12 months → actual performance through CoC) |
| RSUs | 9/25/2023 | 20,621 | $490,367 | Time‑based | 50% of FY2024 LTI | 6.25% on 1/20/2024, then 15 equal quarterly installments thereafter, subject to continued service |
Prior Inducement RSUs (new hire awards)
| Instrument | Grant Date | Shares/Units | Vesting Terms |
|---|---|---|---|
| Inducement RSUs | 4/1/2021 | 19,556 | 25% on 4/20/2022, then 1/16 each quarter for 3 years, subject to continued service |
Change‑in‑Control (CIC) Valuation Factors (as of 8/30/2024)
| PSU Grant | Factor Used at CIC (Actual) |
|---|---|
| Oct 1, 2021 grant | 131% of target |
| Sep 26, 2022 grant | 168% of target |
| Sep 25, 2023 grant | 100% of target |
Equity Ownership & Alignment
| Data Point | Detail |
|---|---|
| Beneficial Ownership (ordinary shares) | 56,967 shares, consisting of 49,328 owned + 7,639 RSUs scheduled to release within 60 days of 3/17/2025 |
| Shares Outstanding (ordinary) | 53,669,338 as of 3/17/2025 |
| Ownership as % of Outstanding | ~0.11% (56,967 / 53,669,338; derived from cited figures) |
| Options | None disclosed for Ms. Kuykendall in beneficial ownership footnote; RSUs included only if releasing within 60 days |
| Stock Ownership Guidelines | One times annual base salary for executive officers; CEO at six times; compliance required by March 31, 2024 or within five years; executives must retain 20% of after‑tax shares until compliant |
| Compliance Status | As of record date, executives were compliant or within the five‑year transition period |
| Anti‑Hedging/Pledging Policy | Executives prohibited from hedging, short sales, options, or pledging company shares |
Employment Terms
| Trigger/Event | Cash Severance | Bonus Treatment | Equity Vesting | Health Coverage | Other |
|---|---|---|---|---|---|
| Involuntary Termination (outside CIC period) | $337,500 (75% of base salary) | Prorated bonus (none estimated for FY2024 given performance) | No acceleration | Up to 9 months; estimated $1,654 | Life insurance up to $2,000,000 (6× base salary cap) |
| Change in Control (no termination) | — | — | PSUs vest based on actual TSR performance if >12 months post‑grant; or at target if ≤12 months | — | — |
| Involuntary Termination During CIC Protection Period | $735,328 (150% of base salary) + 150% of most recent annual bonus | Prorated bonus | 100% of unvested equity vests; incremental equity value estimated $2,284,090 | Up to 18 months; estimated $3,250 | Disability benefit present value $2,660,942 |
Change‑over‑time: In earlier agreements, severance outside CIC was 50% of base salary with 6 months health coverage; CIC period defined as 2 months before to 12 months after CIC for executives, with proration and release timing; payments administered over up to 6 months (for Ms. Kuykendall) following release execution .
Investment Implications
- Pay‑for‑performance alignment: FY2024 LTI split equally between PSUs (TSR‑based vs Russell 2000 median) and longer‑vesting RSUs enhances both alignment and retention; CIC factors indicate above‑median TSR outcomes for older grants (131%/168%) but only target for FY2024 grant, consistent with recent market volatility .
- Retention economics: Severance increased to 75% of salary outside CIC and 150% of salary plus 150% of most recent bonus in CIC period, with full equity acceleration—meaning termination timing around CIC is financially material (potentially reducing voluntary departure risk near transactions) .
- Selling pressure: Ongoing quarterly RSU releases since January 2024 can create periodic liquidity windows; anti‑hedging/pledging restrictions mitigate speculative activity and pledging risk .
- Ownership alignment: Beneficial ownership is modest (~0.11%), but company‑mandated ownership guidelines (1× salary) and required post‑vesting share retention support alignment, with compliance or transition status affirmed .
- Governance and controls: Clawback policy covering restatements and misconduct plus prohibition on hedging/pledging are shareholder‑friendly safeguards .