Steven Aldrich
About Steven Aldrich
Steven Aldrich (age 55) has served as an independent director of Semrush since March 2023, currently classified as a Class II director with a term expiring at the 2026 annual meeting. He holds a B.A. in Physics from the University of North Carolina and an MBA from Stanford, and brings senior operating experience from GoDaddy, Intuit, and multiple CEO roles; the Board has affirmatively determined his independence under NYSE/SEC rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| GoDaddy, Inc. | Chief Product Officer; previously SVP, Business Applications | CPO: Jan 2016–Feb 2019; SVP: began 2012 | Executive product leadership at scaled SMB-focused SaaS |
| Intuit, Inc. | Vice President, Strategy & Innovation (Small Business Division) | 1996–2008 | Strategy and innovation leadership in SMB software |
| Outright Inc. | Chief Executive Officer | 2011–2012 (acquired by GoDaddy) | Led online bookkeeping platform through acquisition |
| Posit Science Corporation | Chief Executive Officer | 2008–2011 | CEO of software and services company |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Xero Limited (ASX: XRO) | Director | Since Sep 2020 | Current public company directorship |
| PerformYard | Director | Since Jan 2024 | Private company board |
| First Round Capital | Board Partner | Since Jun 2023 | Investment firm affiliation |
| Oakland Roots Sports Club | Chairperson of the Board | Since Aug 2018 | Sports club governance role |
| Avantax, Inc. (Nasdaq: AVTA) | Director | Jun 2017–May 2023 | Former public company directorship |
| Ruby Receptionists | Director | May 2019–Nov 2022 | Former private company board |
Board Governance
- Independence: The Board determined Mr. Aldrich is independent under SEC and NYSE standards.
- Committee assignments (current): Chair, Talent & Compensation Committee (effective Feb 22, 2025); Member, Audit Committee (effective Mar 3, 2025).
- Committee meeting cadence FY2024: Audit Committee held 6 meetings; Talent & Compensation Committee held 6 meetings.
- Attendance: In FY2024, the Board met 9 times; each director attended at least 75% of Board and applicable committee meetings; all directors attended the 2024 annual meeting.
- Board structure: Class II director; current term expires at the 2026 annual meeting.
Fixed Compensation
| Component | FY2024 Amount | Notes |
|---|---|---|
| Cash Fees (retainers, pro-rated) | $41,250 | Paid under Non-Employee Director Compensation Policy; quarterly, pro-rated. |
| Policy – Board Member Retainer | $35,000 per year | Amended Apr 2024; pro-ration applied for FY2024 increases. |
| Policy – Committee Retainers (Member) | Audit: $10,000; Talent & Comp: $6,250; N&CG: $4,000 | Paid in addition to Board retainer; no meeting fees. |
| Policy – Committee Chair Retainers | Audit Chair: $20,000; Talent & Comp Chair: $15,000; N&CG Chair: $8,000 | For chairs; incremental to Board retainer. |
Performance Compensation
| Equity Element | FY2024 Value | Instrument | Vesting | Notes |
|---|---|---|---|---|
| Annual Director Equity Grant | $182,500 | RSUs/options mix at company discretion | Vests in full by earlier of 1-year from grant or next annual meeting, subject to service | Policy feature; grants at annual meeting. |
| Initial Director Equity Grant (on first election) | $250,000 | RSUs/options | 1/3 at first anniversary or next annual meeting; remaining 2/3 monthly over next 2 years | Policy feature; for first-time directors. |
| Change-in-Control Treatment | N/A dollar value disclosed | RSUs/options | Full acceleration upon death/disability; full acceleration if service ends upon or within 12 months following a sale (per plan definition) | Director policy acceleration terms. |
- Performance metrics for director pay: Not applicable; director equity is time-based (no performance metric targets disclosed for non-employee directors).
Other Directorships & Interlocks
| Company | Type | Role/Committee | Interlock/Conflict Notes |
|---|---|---|---|
| Xero Limited (ASX: XRO) | Public | Director | Different domain; no interlock with Semrush executives disclosed. |
| PerformYard | Private | Director | No interlock disclosed. |
| First Round Capital | Investment firm | Board Partner | Affiliation disclosed; Board affirms independence after considering relationships. |
- Compensation Committee interlocks/insider participation: During FY2024, members were Aldrich, Pearce, Wagner, and Simonov; Wagner resigned upon becoming CEO. No members (other than Wagner) were officers or employees.
Expertise & Qualifications
- Semrush Board skills matrix indicates Mr. Aldrich brings CEO experience, HR expertise, and operational/strategic planning depth; industry experience in SaaS and SMB segments; founder background; and other public company board experience.
- The Board cites his extensive product management and executive experience serving small businesses, plus prior directorships, as qualifications.
Equity Ownership
| Holder | Class A Shares (#) | Class B Shares (#) | Voting Power | Notes |
|---|---|---|---|---|
| Steven Aldrich | 26,069 | — | <1% | Beneficial ownership as of record date in 2025 proxy. |
| Outstanding RSUs (Aldrich) | 16,990 | — | N/A | RSUs held as of Dec 31, 2024. |
- Stock ownership guidelines: Independent directors must hold at least 3x their annual cash retainer by the later of Dec 31, 2024 or 5 years from becoming subject; company states each officer and director owned sufficient shares as of Dec 31, 2024 to meet policy obligations.
- Hedging/pledging: Company prohibits hedging and pledging of company shares.
- Section 16 compliance: Delinquent filer disclosure lists certain insiders but does not list Mr. Aldrich.
Governance Assessment
- Strengths: Independent status; chairs the Talent & Compensation Committee and serves on Audit (adds oversight breadth); committee independence affirmed; Board and committee evaluation process in place; ownership guidelines and no hedging/pledging policy support alignment. Attendance thresholds met company-wide in FY2024; all directors attended the 2024 annual meeting.
- Incentive alignment: Director pay mix skews toward equity via time-based RSUs, plus cash retainers; annual grant at $182,500 with standard one-year vest aligns tenure with shareholder interests; change-in-control acceleration for directors is disclosed and standard.
- Potential watch items: Multiple responsibilities (Comp Chair and Audit member) increase workload concentration; monitor for overboarding risk relative to external commitments (e.g., Xero, PerformYard, First Round Capital), though independence has been reviewed by the Board.
- Red flags observed: None disclosed specific to Mr. Aldrich—no related-person transactions disclosed involving him; hedging/pledging prohibited; no delinquent Section 16 filings cited for him. Continue to monitor committee interlocks and any future related-party disclosures.