Blake Irving
About Blake Irving
Blake Irving (age 65) has served as an independent director of ZipRecruiter since October 2018. He is a former CEO of GoDaddy (2012–2018), EVP & Chief Product Officer at Yahoo! (2010–2012), and held senior leadership roles at Microsoft (1992–2007); he also taught at Pepperdine’s Graziadio Business School (2009–2010). Irving holds a B.A. in Art from San Diego State University and an M.B.A. from Pepperdine Graziadio Business School, and currently serves on the boards of Autodesk and DocuSign .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| GoDaddy, Inc. | Chief Executive Officer | 2012 – Jan 2018 | Led transformation of domain/web hosting platform |
| Yahoo!, Inc. | EVP & Chief Product Officer | 2010 – 2012 | Product leadership in web services |
| Pepperdine Graziadio Business School | Professor | 2009 – 2010 | Academic role in business education |
| Microsoft Corporation | General Manager; Corporate VP, Global Cloud Platforms | 1992 – 2007 | Cloud platform leadership (GM 1992–1998; CVP 1999–2007) |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| Autodesk, Inc. | Director | Current | Public company board service |
| DocuSign, Inc. | Director | Current | Public company board service |
| McLaren Formula One team | Advisor | Current | Advisory role |
Board Governance
- Independence: The Board has affirmatively determined Irving is independent under NYSE rules; no family relationships among directors or executive officers .
- Committee assignments: Chair, Compensation Committee; Member, Nominating & Corporate Governance Committee .
- Lead Independent Director and executive sessions: Cipora Herman serves as Lead Independent Director; non-management directors meet in regularly scheduled executive sessions .
- Attendance and engagement: The Board met four times in 2024; each director attended at least 75% of Board and committee meetings during their service period . Compensation Committee met five times; Audit Committee five; Nominating & Corporate Governance Committee four in 2024 .
- Risk oversight: Compensation Committee oversees compensation-related risks; Nominating & Corporate Governance manages independence and conflicts; Audit oversees financial and cybersecurity risks .
Fixed Compensation
| Component | 2024 Amount ($) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | 65,583 | Reflects quarterly payments and pro-rations reinstated in 2024 |
| Stock Awards (Grant Date Fair Value) | 193,258 | Annual RSU grant under 2021 Plan |
| Total 2024 Director Compensation | 258,841 | Sum of cash and RSU grant-date fair value |
Director cash fee policy (for context and alignment):
- General Board Service Fee: $50,000
- Compensation Committee Chair: $16,000
- Nominating & Corporate Governance Committee Member: $5,000
- March 1, 2024 reinstatement of director annual fees (following 2023 temporary 30% cuts)
Performance Compensation
| Award Type | Grant Value ($) | Vesting Schedule | Performance Linkage |
|---|---|---|---|
| Annual RSU (2024) | 193,258 | Annual Award fully vests on the earlier of the next annual meeting or one year from grant; Initial Award vests one-third per annual meeting over three years | Time-based; no performance metrics disclosed for directors |
RSUs for directors are time-based and intended to align director interests with stockholders; no director-specific performance metrics (e.g., revenue/EBITDA/TSR) are used for director equity vesting .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict |
|---|---|---|
| Autodesk, Inc. | Director | No related-party transactions disclosed involving Irving |
| DocuSign, Inc. | Director | No related-party transactions disclosed involving Irving |
- Compensation Committee interlocks: None reported in 2024; no ZIP executive officers served on boards or compensation committees of entities with their officers serving on ZIP’s Board or Compensation Committee .
Expertise & Qualifications
- Technology and product leadership: Senior roles at Microsoft and Yahoo; CEO experience at GoDaddy .
- Board-level governance: Current director at public technology companies (Autodesk, DocuSign) .
- Education: B.A. (San Diego State University), M.B.A. (Pepperdine Graziadio) .
Equity Ownership
| Holding | Quantity | Percent/Status | Notes |
|---|---|---|---|
| Class A Shares | 22,337 | <1% of Class A; total voting power 1.3% | Direct beneficial ownership |
| Class B Options | 220,000 | 1.7% of Class B | Options held; director options listed with aggregate count |
| Unvested RSUs (as of 12/31/2024) | 20,429 | Unvested | From director RSU grants under 2021 Plan |
| Shares pledged as collateral | None disclosed; pledging prohibited without approval | Policy-based | Anti-hedging and anti-pledging policy in place |
| Director stock ownership guidelines | 3x general board service fee | Compliance status not disclosed | Applies to all non-employee directors |
Governance Assessment
- Independence and roles: Irving is an independent director per NYSE rules and chairs the Compensation Committee—central to executive and director pay decisions .
- Compensation governance rigor: The Compensation Committee uses independent consultant Semler Brossy; the Board determined no consultant conflicts of interest .
- Shareholder alignment signals: 2024 Say-on-Pay support was 99.9% of votes cast, indicating strong investor endorsement of the pay program Irving oversees .
- Risk controls: Anti-hedging/anti-pledging policy reduces misalignment risk; trading limited to windows/Rule 10b5-1 plans .
- Attendance and engagement: Board met four times in 2024, and all directors met the ≥75% attendance threshold; Compensation Committee met five times, indicating active engagement .
- Related-party exposure: The proxy outlines robust related-party review and approval processes; no specific transactions involving Irving are disclosed in “Certain Relationships” .
- RED FLAGS: None disclosed regarding pledging/hedging, related-party transactions, option repricing, or tax gross-ups (Company states it does not provide excise tax gross-ups) .
Overall, Irving’s background and current committee leadership support board effectiveness on compensation oversight, with strong say-on-pay outcomes and clear risk policies enhancing investor confidence .