Vijaya Gadde
About Vijaya Gadde
Independent Class II director (age 50) at Planet Labs PBC since December 2021; current chair of the Nominating & Corporate Governance Committee and member of the Compensation Committee. Former Chief Legal Officer and Secretary of Twitter and long-tenured technology-sector legal executive; education includes a JD from NYU School of Law and BS in Industrial & Labor Relations from Cornell University . Planet’s board is predominantly independent (78%), with all standing committees composed solely of independent directors; independent directors meet in executive session and a lead independent director structure is in place .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Twitter, Inc. | Chief Legal Officer and Secretary; previously General Counsel; Head of Communications; Director, Legal | Director, Legal (Jul 2011–Aug 2013); General Counsel (Aug 2013–Feb 2018); Head of Communications (Jul 2015–Aug 2016); Chief Legal Officer & Secretary (Feb 2018–Oct 2022) | Led legal, public policy, trust & safety globally |
| Juniper Networks, Inc. | Senior Director, Legal | Pre-2011 (specific dates not disclosed) | Legal leadership in networking sector |
| Wilson Sonsini Goodrich & Rosati | Attorney | ~10 years (pre-Juniper/Twitter) | Corporate/technology legal practice |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Guardant Health, Inc. (Nasdaq: GH) | Director | Since Jan 2020 | Not disclosed |
| NYU School of Law | Board of Trustees | Not disclosed | Not disclosed |
| Mercy Corps | Board of Directors | Not disclosed | Global humanitarian focus |
| #Angels | Co-founder (investment collective) | Not disclosed | Early-stage investing; diversity focus |
Board Governance
- Committee assignments: Compensation Committee member; Nominating & Corporate Governance Committee chair (John W. Raymond joins the N&CG Committee post-Annual Meeting; Bass leaves) .
- Independence: Determined independent under NYSE and SEC standards; only two founder-executives are non-independent on the board .
- Attendance and engagement: Board met 4 times in FY2025; all directors attended at least 75% of board and applicable committee meetings; Compensation Committee met 6 times; Nominating & Corporate Governance Committee met 4 times .
- Board leadership: CEO chairs the board; Carl Bass serves as Lead Independent Director and presides over executive sessions .
Fixed Compensation
| Item | FY2025 Value | Notes |
|---|---|---|
| Cash fees | $49,610 | Cash retainers earned in FY2025 |
| Equity awards (RSUs grant-date fair value) | $183,423 | Outside Director Compensation Policy RSUs |
| Total | $233,033 | Cash + equity reported values |
Outside Director Compensation Policy (effective July 11, 2024):
- Annual cash retainer: $75,000; Chair retainers: Audit $20,000, Compensation $12,000, Nominating & Governance $8,000; Lead Independent Director $25,000 .
- Annual equity award (RSUs): $175,000; Initial RSU award for new directors: $175,000 (prorated) .
- Directors may elect to receive up to 100% of cash retainer in RSUs vesting quarterly; minimum stock ownership guideline: 3x annual cash retainer within five years .
Performance Compensation
| Metric | Used in Director Compensation? | Details |
|---|---|---|
| Performance-based equity or cash | No | Outside directors receive time-based RSUs; no director performance metrics disclosed |
Other Directorships & Interlocks
| Company/Entity | Relationship to Planet | Potential Interlock/Conflict |
|---|---|---|
| Guardant Health (Nasdaq: GH) | Independent director role | No Planet-related transactions disclosed; Company reports no related party transactions in FY2025 |
| NYU Law School; Mercy Corps; #Angels | Non-profit boards; investment collective | No Planet-related transactions disclosed |
Expertise & Qualifications
- Legal and governance expertise: Leads policy, trust & safety, and global legal functions; extensive corporate governance experience .
- Education: JD (NYU School of Law); BS ILR (Cornell University) .
- Technology industry experience: Senior legal roles at Twitter, Juniper Networks; prior law firm practice at Wilson Sonsini .
Equity Ownership
| Component | Amount | Notes |
|---|---|---|
| Class A shares outstanding (directly held) | 144,118 | As of May 14, 2025 |
| RSUs expected to vest within 60 days | 93,583 | Included in beneficial ownership per SEC rules |
| Total beneficial ownership (Class A) | 237,701 | “Less than 1%” of Class A outstanding |
| Shares pledged as collateral | None disclosed; pledging prohibited by policy |
- Stock ownership guideline: 3x annual cash retainer for non-employee directors within five years; calculation excludes options and PSUs; RSU treatment not explicitly excluded for directors, but PSUs/options do not count .
- For context, Planet’s fair market value was $6.10 on January 31, 2025 (used in company tables) .
Governance Assessment
- Independence and committee leadership: Independent director; chairs Nominating & Governance, sits on Compensation—positions central to board effectiveness and oversight of nominations, corporate governance, and pay practices .
- Engagement: Committees with meaningful activity (Compensation met 6x; N&CG met 4x); board attendance thresholds met, indicating consistent participation .
- Compensation alignment: Majority of FY2025 director compensation delivered in equity (RSUs), reinforcing shareholder alignment; ability to take cash retainer in RSUs strengthens long-term orientation .
- Ownership alignment: Beneficial ownership present; anti-hedging and anti-pledging policies in place—positive alignment signal .
- Conflicts and related-party exposure: Company states no related party transactions involving directors/executives in FY2025; strong governance baseline .
- Shareholder signals: Prior say-on-pay support ~97% (2024), indicating broad investor support for compensation frameworks overseen by the Compensation Committee .
- Structural considerations: Planet is a Delaware PBC with dual-class stock; founders’ control can temper shareholder influence despite strong committee independence, an important context for governance risk assessment .
RED FLAGS: None disclosed specific to Gadde—no pledging, no related-party transactions, and independence affirmed; monitor dual-class control dynamics and continued committee leadership effectiveness .