Robert Keith Giglio
About Robert Keith Giglio
Robert Keith Giglio (age 57) is an independent Class II director of ZoomInfo Technologies Inc., appointed in March 2025, and serves on the Nominating & Corporate Governance Committee. He is Chief Customer Officer at Canva and previously held senior go‑to‑market leadership roles at HubSpot (Chief Customer Officer, Mar 2022–Apr 2024), DocuSign (Chief Marketing Officer, Mar 2020–Mar 2022), and Adobe (2009–2020). He holds an MBA from USC Marshall and a BA from San Diego State University. The Board has affirmatively determined he is independent under Nasdaq standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Canva | Chief Customer Officer | Current | Oversees sales and go‑to‑market efforts |
| HubSpot | Chief Customer Officer | Mar 2022 – Apr 2024 | Led marketing, sales, success, operations |
| DocuSign | Chief Marketing Officer | Mar 2020 – Mar 2022 | Led marketing organization |
| Adobe | Senior leadership roles | May 2009 – Mar 2020 | Various senior roles |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| Canva | Chief Customer Officer | Not disclosed | Operating role (not a public company directorship) |
No other public company directorships for Mr. Giglio are disclosed in the proxy.
Board Governance
- Board classification and term: Class II; nominated for a term expiring at the 2028 annual meeting.
- Committee assignments (2025): Member, Nominating & Corporate Governance Committee (chair: Alison Gleeson).
- Independence: Board determined Giglio is independent under Nasdaq rules (and committee-eligible).
- Board activity context: In 2024, the Board held 7 meetings and all incumbent directors attended ≥75% of meetings of the Board/committees on which they served. The Nominating & Corporate Governance Committee held 5 meetings in 2024. (Note: Mr. Giglio joined in 2025.)
- Executive sessions: Independent directors meet in private session at least twice per year.
- Lead Independent Director: The Board committed to appointing a Lead Independent Director prior to the 2026 annual meeting, citing stockholder feedback.
Fixed Compensation (Director)
Applicable non-employee director compensation framework (paid quarterly; pro‑rated for partial service):
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer (Board) | $50,000 | Standard retainer |
| Committee member – Nominating & Corporate Governance | $4,000 | Member (non‑chair) annual fee |
| Committee chair adders (if applicable) | $8,000 (N&CG chair) | Not applicable to Giglio (member only) |
Program terms provide pro‑rated cash and equity for directors appointed between annual meetings.
Performance Compensation (Director Equity)
| Equity Vehicle | Grant Value | Vesting | Notes |
|---|---|---|---|
| Annual RSU award | $200,000 | Vests in full on the earlier of first anniversary of grant or the next regular annual meeting | Granted at each annual meeting; pro‑rated awards for mid‑year appointments |
Director equity awards are time‑based RSUs; no performance‑conditioned metrics apply to director equity.
Other Directorships & Interlocks
| Company | Type | Potential Interlock/Relationship |
|---|---|---|
| None disclosed | — | The proxy’s related party section does not list transactions involving Mr. Giglio. |
Expertise & Qualifications
- Go‑to‑market leadership across SaaS at Canva, HubSpot, DocuSign, and Adobe; nomination rationale emphasizes sales and GTM strategy expertise.
- Independent director; suitable for oversight roles on governance processes (Nominating & Corporate Governance Committee).
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| Robert Keith Giglio | 3,525 | <0.1% | As of March 15, 2025 (338,415,320 shares outstanding) |
Stock ownership and trading policies:
- Director stock ownership guidelines: ≥5x annual cash retainer; 5‑year compliance window from becoming subject to guidelines; must retain at least 50% of net shares until met.
- Anti‑hedging/pledging: Hedging and pledging of company stock prohibited for directors and employees; no shares of directors/NEOs are pledged or held in margin accounts.
Governance Assessment
- Board effectiveness and refreshment: Giglio’s appointment in 2025 adds deep GTM expertise aligned with ZoomInfo’s strategic priorities; he sits on the governance committee, reinforcing board process rigor.
- Independence and conflicts: Board designated him independent; the related-person transactions section lists items unrelated to Giglio, and does not disclose any transactions involving him.
- Ownership alignment: Beneficial ownership is modest at 3,525 shares, but director ownership guidelines (5x retainer; 5-year window) and anti‑hedging/pledging rules support alignment over time.
- Engagement signals: In 2024, all incumbent directors met the ≥75% meeting attendance threshold; however, only 3 of 9 then‑serving directors attended the 2024 annual stockholder meeting (a soft signal to monitor, though not specific to Giglio).
- Shareholder sentiment on compensation: Say‑on‑pay support of ~88.7% in 2024 indicates investor acceptance of pay practices; the Board incorporated investor feedback (e.g., more PSU weighting), suggesting responsiveness.
- Structural note: The Board plans to appoint a Lead Independent Director by the 2026 annual meeting, addressing investor feedback on leadership structure.
RED FLAGS (Board-level context, not specific to Giglio):
- No Lead Independent Director yet (commitment to appoint by 2026).
- Low director attendance at the 2024 annual meeting (3 of 9), though regular meeting attendance met thresholds.
No related‑party transactions, tax gross‑ups, hedging, or pledging issues are disclosed for Giglio.