Yvette Smith
VERINT SYSTEMSAbout Yvette Smith
Yvette Smith (age 57) has served as an independent director of Verint Systems since April 2023. She is a senior technology and operations executive with extensive experience in customer success, cloud software, and digital transformation, spanning senior roles at F5, Microsoft, Xerox, and IBM. At F5, she currently serves as Senior Vice President of Customer Success and Global Renewal Sales; prior roles there included CIO and SVP of Business and Digital Transformation, and SVP of Customer Success and Business Transformation .
Past Roles
| Organization | Role | Tenure/Dates | Notes |
|---|---|---|---|
| F5, Inc. | SVP, Customer Success & Global Renewal Sales | Since Jan 2025 | Current operating role . |
| F5, Inc. | CIO & SVP, Business & Digital Transformation | Jan 2024 – Dec 2025 | Role described; dates as disclosed by company . |
| F5, Inc. | CIO & SVP, Customer Success & Business Transformation | Nov 2021 – Dec 2023 | Senior technology and customer success leadership . |
| F5, Inc. | SVP, Customer Success & Business Transformation | Mar 2021 – Oct 2021 | Customer success transformation leadership . |
| Microsoft Corporation | Corporate VP, Enterprise Support & Customer Success Programs | Not disclosed | Senior leadership across enterprise support and customer success . |
| Xerox Corporation | Management positions | Not disclosed | Early management experience . |
| IBM Corporation | Management positions | Not disclosed | Early management experience . |
External Roles
- Current public company directorships: None disclosed beyond Verint Systems .
- Current operating role: SVP, Customer Success & Global Renewal Sales, F5, Inc. .
Board Governance
- Committee assignments: Compensation Committee member (not Chair) .
- Independence: Board determined all directors other than the CEO are independent; Yvette Smith qualifies as independent under NASDAQ standards .
- Attendance: Board met 15 times in FYE 25; each incumbent director attended at least 75% of Board and committee meetings during their tenure .
- Lead Independent Director: William Kurtz . Independent directors periodically hold executive sessions outside management .
Fixed Compensation
Independent director fee schedule (FYE 25):
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $50,000 | No per-meeting fees . |
| Committee membership fees (Audit/Comp/CG&N) | $15,000 / $10,000 / $6,000 | Chair fees: $27,000 / $20,000 / $12,500; Lead Independent Director: $35,000 . |
| Annual equity grant (time-based RSUs) | $200,000 | One-year vesting . |
Yvette Smith — FYE 25 director compensation earned:
| Item | Amount (USD) | Notes |
|---|---|---|
| Fees earned or paid in cash | $83,253 | Amount earned during FYE 25 . |
| Stock awards (grant date fair value) | $200,008 | Time-based RSUs; grant described below . |
| Total | $283,261 | Sum of cash and equity fair value . |
Performance Compensation
Director equity award details (FYE 25):
| Grant Date | Award Type | Shares Granted | Grant Date Price | Grant Date Fair Value | Vesting |
|---|---|---|---|---|---|
| Apr 22, 2024 | RSUs (time-based) | 6,859 | $29.16 | $200,008 | Vested Apr 10, 2025 . |
- Directors receive time-based RSUs; no director bonus plans or performance metrics (e.g., TSR, revenue, EBITDA) are tied to director compensation per the disclosed director package .
Other Directorships & Interlocks
- Apax investment and board representation: Jason Wright (Apax Designee) sits on the Board; Reid French (Independent Designee) was mutually agreed in connection with Apax’s preferred stock investments . Apax holds Series A/B preferred stock with voting and preemptive rights; transfer restrictions apply to preferred shares .
- Compensation Committee interlocks: None; no executive officer served on another company’s board/compensation committee with reciprocity; no member of the compensation committee (including Yvette Smith) was a Verint officer or employee, and no related-party interests requiring disclosure during FYE 25 .
Expertise & Qualifications
- Core expertise: Customer success, cloud/software operations, digital transformation, and senior IT leadership (CIO) at F5; prior leadership at Microsoft with enterprise support/customer success; early management roles at Xerox and IBM .
- Public company governance: Active role on Verint’s Compensation Committee; independent director status .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Common Shares Outstanding |
|---|---|---|
| Yvette Smith | 11,034 | <1% . |
- As of January 31, 2025, directors held unvested director RSUs; for Yvette Smith, 6,859 RSUs were outstanding at fiscal year-end, consistent with the annual director grant (which vested in April 2025) .
- Stock ownership guidelines: Non-employee directors must hold equity equal to 5x the annual cash retainer; officers/directors subject to policies prohibiting hedging and pledging of Verint securities .
Governance Assessment
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Strengths:
- Independent director with relevant operating expertise in customer success and digital/cloud transformation; contributes to strategy and human capital considerations on the Compensation Committee .
- Strong governance structures: independent committees, clawback policy oversight by Compensation Committee, and prohibitions on hedging/pledging support alignment with shareholders .
- Transparent director pay with modest cash retainer, no meeting fees, and standardized annual RSU grants; ownership guidelines support skin‑in‑the‑game .
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Watch items:
- Apax preferred equity holder retains board designation rights and preemptive rights; while not linked to Yvette Smith, investors should monitor potential influence on governance and capital allocation .
- Individual attendance percentages are not disclosed; only aggregate ≥75% compliance is provided (adequate but not granular for director-specific tracking) .
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Red flags: None disclosed for Yvette Smith regarding related-party transactions, pledging/hedging, or compensation anomalies; Compensation Committee interlocks are explicitly negated for FYE 25 .