Sixth Annual. U.S Technology Board Index

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1 Sixth Annual U.S Technology Board Index U.S. Technology board index 2017 I

2 header (section title) (remove when section header present) About Spencer Stuart board services At Spencer Stuart, we know how much leadership matters. We are trusted by organizations around the world to help them make the senior-level leadership decisions that have a lasting impact on their enterprises. Through our executive search, board and leadership advisory services, we help build and enhance high-performing teams for select clients ranging from major multinationals to emerging companies to nonprofit institutions. Privately held since 1956, we focus on delivering knowledge, insight and results through the collaborative efforts of a team of experts now spanning 56 offices, 30 countries and more than 50 practice specialties. Boards and leaders consistently turn to Spencer Stuart to help address their evolving leadership needs in areas such as senior-level executive search, board recruitment, board effectiveness, succession planning, in-depth senior management assessment and many other facets of organizational effectiveness. For more than 30 years, our Board Practice has helped boards around the world identify and recruit independent directors and provided advice to chairmen, CEOs and nominating committees on important governance issues. We serve a range of organizations across geographies and scale, from leading multinationals to smaller organizations. In the past year alone, we conducted more than 600 director searches worldwide, and in North America one-third of those assignments were for companies with revenues under $1 billion. Our global team of board experts works together to ensure that our clients have unrivaled access to the best existing and potential director talent, and regularly assists boards in increasing the diversity of their composition. We have helped place women in more than 1,600 board director roles and recruited roughly 600 minority directors around the world. In addition to our work with clients, Spencer Stuart has long played an active role in corporate governance by exploring both on our own and with other prestigious institutions key concerns of boards and innovative solutions to the challenges facing them. Publishing the Spencer Stuart Board Index (SSBI), now in its 31 st edition, is just one of our many ongoing efforts. Each year, we sponsor and participate in several acclaimed director education programs including: The New York Stock Exchange (NYSE) Annual Boardroom Summit & Peer Exchange hosted by NYSE Governance Services The Global Board Leaders Summit hosted by the National Association of Corporate Directors The Global Institutes sponsored by the WomenCorporateDirectors (WCD) Foundation The New Directors Program, a unique two-year development program designed to provide The Corporate Governance Conference at Northwestern University s Kellogg School of Management first-time, non-executive directors with an exclusive forum for peer dialogue on key issues and unwritten rules of corporate boards, produced in partnership with the Boston Consulting Group, Frederick W. Cook & Co., Gibson Dunn, Lazard and PricewaterhouseCoopers Social Spencer Stuart Stay up to date on the trends and topics that are relevant to your business and career. Stuart 2017 Spencer Stuart. All rights reserved. For information about copying, distributing and displaying this work, contact: permissions@spencerstuart.com. spencer stuart

3 Contents 2 introduction 4 board composition 4 Board Size 5 Age of Directors 5 Female Representation 5 New Independent Directors 6 Chairman/CEO Split 6 Lead and Presiding Directors 6 Average Tenure 7 Board Organization and Process 7 Number of Board Meetings 8 Director Term Length 8 Mandatory Retirement 9 Board Committees 10 Director Compensation 10 Total Director Compensation 11 Board Retainers 12 Meeting Fees 12 Board Leadership Compensation 13 Audit Committee Compensation 13 Equity Compensation 14 snapshot: silicon valley governance highlights 17 Comparative Board Data U.S. Technology board index

4 Introduction Diversity and culture play an increasingly important role in tech companies For years, large companies didn t give much consideration to the diversity of their board composition. As times have changed, though, diversity has become an increasingly important issue. The concept of a diverse board is not just an abstract idea research suggests that companies with boards that feature diverse backgrounds and perspectives perform better. Active investors are more interested than ever in ensuring boards reflect a diverse mix of skills, perspectives and backgrounds. A recognition of the value of boardroom diversity and frustration with the slow rate of progress on the diversity front has led a growing number of institutional investors to advocate for change and challenge perceptions of a lack of qualified diverse candidates. Today, some institutional investors are voting against all-male boards of U.S. companies, and in 2017 one of the largest global investors voted against the chair or most senior member of the nominating and governance committee of 400 all-male boards % % Companies that added new directors 38 % Tech boards have mandatory retirement This desire for change has resonated with tech companies, and they are responding by seeking to diversify and broaden their outlook: for instance, 38% of new tech board directors are women, up from 29% last year and 23% in 2015 an increase of 65% over a three-year period. Tech boards also have greater age diversity than S&P 500 boards: 28% of tech board directors are 59 or younger, compared with only 16% of S&P 500 boards. Yet while change is coming, progress is slow in some areas. Board turnover remains low the percentage of companies adding new directors dropped from 49% last year to 42% this year. Average director tenure has also remained largely the same over the past few years, while the percentage of boards with mandatory retirement has dropped from 43% in 2014 to 38% this year. (By comparison, 73% of S&P 500 boards report a mandatory retirement age.) This level of stasis can only hinder progress of women and minorities in boardrooms. 73 % S&P 500 boards have mandatory retirement With these thoughts in mind, Spencer Stuart s sixth annual U.S. Technology Board Index examines trends in board composition, governance practices and director compensation for 200 top technology companies in the United States. Based on 2016 revenues, the companies in this index range in size from roughly $332 million to more than $216 billion, and they represent a broad swath of technology companies, 2 spencer stuart

5 including computer manufacturers, software developers, semiconductor and component makers, telecommunications equipment manufacturers, managed applications and network services, IT services, internet publishing, search and internet retail companies. Highlights from the 2017 U.S. Technology Board Index Technology company boards range in size from four to 16 members, and the average size is 8.9 members. Thirty-eight percent of new tech board directors are women, up from 29% last year and 23% in All told, that s a 65% increase over a three-year period. The percentage of boards with female directors, however, only increased from 82% in 2016 to 82.5% in Eighty-one percent of tech board directors are independent, compared with 85% of S&P 500 directors. Forty-two percent of tech companies added a new director in the 2017 proxy year, down from 49% in In total, 84 companies added 121 directors, compared with 2016, when 98 companies added 168 new directors. Of the 200 technology boards in our index, 72% separate the board chair and CEO roles, compared with 51% of S&P 500 boards. The average tenure for technology company board members is 8.7 years, longer than the S&P 500 average of 8.2 years. Directors are elected annually on 63% of technology company boards, down from 67% in By comparison, 92% of S&P 500 companies have annual director elections. The number of technology company boards that report having a mandatory retirement age stands at 38%. By comparison, 73% of S&P 500 boards report a mandatory retirement age for directors. Among the technology companies that have mandatory retirement, the average age is 73. Technology company directors receive average total compensation of $281,597, up 3% from Stock awards represent 62% of total perdirector compensation for technology company directors, and 7% of tech board director compensation is in the form of stock options. Cash fees represent 29% of compensation for technology company directors. Editor s Note: The index examines 200 public technology companies in the United States, sorted into four groups based on revenue. The companies included in the index must have been publicly traded on one of the major stock exchanges (NYSE or NASDAQ). Data for the U.S. Technology Board Index were obtained from Equilar, a leading independent provider of executive and board compensation data and analysis, except where noted. The data were derived from the most recent proxies filed by June 15, Stock option awards are valued using the Black-Scholes methodology. 38 % New tech board directors are women 121 New independent directors 81 % Tech board directors are independent 6³ % Tech boards hold annual elections U.S. Technology board index

6 Board Composition 2017 Snapshot Female representation 42 % 82.5 % of technology companies added a new director Average tenure 8.7 company boards Technology In total, 84 companies added 121 directors. years % Technology boards with at least one female director 38 % % 8.2 S&P 500 average years New directors who are women Separation of chair and CEO roles 72 % 51 % of tech boards of S&P 500 boards 17 % % Representation of women among all technology company directors Tech boards average 8.9 members The average technology company board has 8.9 members, up from 8.6 last year. By comparison, S&P 500 boards average 10.8 members. Sixty-five percent of tech boards have nine or fewer members, down from 73% last year and far above S&P 500 boards (24%). Conversely, 35% of tech boards have 10 or more members, compared with 76% of S&P 500 boards. Technology boards have as few as four and as many as 16 members, while S&P 500 boards range in size from five to 18. Eighty-one percent of technology board directors are independent, compared with 85% of S&P 500 directors. 4 spencer stuart

7 Tech 200 Board Size Distribution* to 7 24% 26% 8 to 9 42% 48% 10 to 11 28% 22% 12 to 15 8% 6% * Figures may not total 100% due to rounding Average Age of Independent Directors Remains the Same The average age of independent directors on technology company boards is 62, which is unchanged from the past several years. The average age of independent directors on S&P 500 boards is 61. Twenty-eight percent of technology boards have an average age of 59 or younger, compared with only 16% of S&P 500 boards. Percentage of Female Directors Rises Slightly The percentage of technology company boards with at least one female director rose from 82% last year to 82.5% this year. While this represents a small year-over-year increase, it builds on an upward trend in the number of female directors. Just three years ago, 28% of technology boards had no women directors. Still, technology boards significantly trail the S&P 500 in female representation; 99% of S&P 500 boards have at least one female director. Women represent 17% of the total number of directors on technology boards, up from 16% in By comparison, women represent 22% of S&P 500 directors. In 2017, 85% of tech companies with $5 billion or more in revenue had women on their boards, a decrease from 100% in Eighty percent of technology companies with less than $500 million in revenue have at least one female director, an increase from 70% in Boards with Female Directors Technology 200 Tech S&P 500 >$5B $1B $5B $500M $1B < $500M % 99% 85% 80% 86% 80% % 99% 100% 83% 70% 70% Fewer New Directors Added in 2017 Proxy Year Forty-two percent of technology companies in our index added a new director in the 2017 proxy year, down from 49% in In total, 84 companies added 121 directors. Thirty-eight percent of those new directors are women, up from 29% last year. This is a continued increase from the past few years 23% of new directors were women in Forty-eight percent of technology boards that brought on a new independent director added at least one woman, and one board added four women. U.S. Technology board index

8 Board Composition Higher Percentage of Tech Boards Separate the Chair and CEO roles Of the 200 technology boards in our index, 72% separate the chair and CEO roles, up from 68% in Just over half (51%) of S&P 500 boards split the roles. Percentage of Boards Separating the Chairman and CEO Roles Technology 200 Tech 200 S&P 500 >$5B $1B-$5B $500M- $1B < $500M % 51% 79% 70% 65% 85% % 48% 66% 65% 70% 90% Slight Increase in Number of Boards with a Lead or Presiding Director Forty-seven percent of technology companies in our index have a lead or presiding director, compared with 45% in By comparison, 84% of S&P 500 companies have identified a lead or presiding director. Companies with a Lead or Presiding Director Technology 200 Tech 200 S&P 500 >$5B $1B-$5B $500M- $1B < $500M % 84% 54% 43% 53% 35% % 87% 71% 43% 35% 30% Average Tenure for Tech Boards Tops the S&P 500 The tenure for technology company board members averages 8.7 years, compared with the S&P 500 average of 8.2 years. The majority of tech company board directors are relatively new 46% have sat on their boards five years or less, while 33% have been with their boards for more than 11 years. Average Tenure (in Years) Technology 200 Tech 200 S&P 500 >$5B $1-$5B $500M- $1B < $500M Average Board Tenure (by Group)* 5 years or less 6-10 years years More than 15 years 46% 22% 17% 16% *Figures may not total 100% due to rounding 6 spencer stuart

9 Board Organization and Process 2017 Snapshot 56 % Mandatory retirement 38 % of technology company boards held two to seven meetings 73 % 8.3 Average retirement age Average number of meetings 73 years old Annual director elections 63% of technology companies elect directors annually vs. 92% of S&P 500 companies of technology company boards report having a mandatory retirement age of S&P 500 boards report having a mandatory retirement age 63 % vs. 92 % of S&P 500 companies. Tech Boards Averaged 8.3 Meetings Tech boards held an average of 8.3 meetings annually, almost identical to the S&P 500 board average of 8.2 meetings. Technology company boards met as seldom as four times in 2017 and as many times as 23. Those figures last year were two and 32, respectively. The majority of boards (56%) held between two and seven meetings. Meeting Distribution* to 7 56% 53% 8 to 10 21% 26% 11 to 13 10% 10% 14 and up 13% 11% *Figures may not total 100% due to rounding; three were N/A U.S. Technology board index

10 Board Organization and Process Decrease in Annual Election of Directors comparison, 92% of S&P 500 companies have annual director elections. The remaining technology companies have three-year terms. The average director term length for technology boards is 1.7 years, the same duration as last year. Sixty-three percent of technology company boards elect directors annually, down from 67% in By Fewer Than 40% of Boards Set a Mandatory Retirement Age* The percentage of technology company boards that have a mandatory retirement age remains at 38% in 2017, unchanged from S&P 500 boards are much more likely to have a mandatory retirement age, with 73% reporting a retirement age. Among the technology companies that have a mandatory retirement age, the average age is 73 unchanged from the last couple of years and the same as the S&P 500 average. More than half (53%) of the boards with mandatory retirement ages set it at 75 or older, compared with 42% of S&P 500 boards. Another 34% set the retirement age at 72 and 12% set the age at 70. The youngest mandatory retirement age is 70, and the oldest is 80. Mandatory Retirement Age** Tech 200 S&P and younger 12% 4% 71 0% 0% 72 34% 44% 73 0% 4% 74 0% 6% 75 or older 53% 42% *Retirement age statistics were derived from Spencer Stuart research **Figures may not total 100% due to rounding 8 spencer stuart

11 Tech Boards Average Just Under Four Board Committees Technology boards in our index have 3.7 committees on average. By comparison, S&P boards average 4.2 committees. Other than the three core committees audit, compensation and nominating/governance the executive, finance and strategy committees are the most common on technology company boards. Thirteen percent of technology company boards have an executive committee, 12% have a finance committee, and 14% have a strategy committee. By comparison, 32% of S&P 500 boards have an executive committee, 32% have a finance committee and only 2% have a strategy committee. Committee Snapshot Tech Boards S&P 500 Boards Audit 100% 100% Compensation 100% 100% Nominating/governance 98% 99.6% Strategy 14% 2% Executive 13% 32% Finance 12% 32% M&A 7% 1% Technology 5% 10% Stock option/equity 4% 0% Compliance/regulatory 4% 6% Audit committees met about eight times Technology board audit committees met 8.3 times on average, while the number of audit committee meetings ranged from four to 20. Compensation committees met an average of 6.6 times, with a range from one to 16 meetings. Technology board nominating/governance committees met four times on average, while the number of nominating/governance meetings ranged from zero to 21. U.S. Technology board index

12 Director Compensation 2017 Snapshot Average compensation % $281,597 a 3% increase from 2016 vs. a 2% decrease from 2015 to 2016 $272,468 2 % Breakdown * Stock awards 62 % Stock 7 Cash options % 29 fees % *Remaining 2% is other compensation Rising Director Compensation Nears S&P 500 Average Technology company directors received average total compensation of $281,597, a 3% increase over the 2016 average of $272,468. (Per-director total compensation reflects regular director compensation, as well as premiums paid for committee service and board leadership roles.) Total per-director compensation for the S&P 500 averaged $288,909, 3% higher than the technology company average. The $341,365 average for directors of technology companies with revenue of more than $5 billion is 18% higher than the S&P 500 average. Per-director compensation can vary significantly from year to year: compensation increased in all categories. Across the spectrum, average compensation drops as the companies get smaller. Average Total Per-Director Compensation* Technology 200 Tech 200 >$5B $1B-$5B $500M-$1B < $500M 2017 $281,597** $341,365*** $282,367 $242,075 $217, $272,468 $322,284 $274,476 $240,090 $208,699 *Averages reflect a full of year compensation for non-executive directors, excluding new and retired directors as well as special compensation or fees. **The compensation for one director receiving $43.7 million in board fees was excluded because it dramatically skewed the results. ***The compensation for one director receiving $1.9 million in board fees was excluded for a similar reason. 10 spencer stuart

13 Stock Awards Represent the Largest Share of Director Compensation Stock awards represented 62% of total per-director compensation for technology company directors, compared with 55% among S&P 500 companies. Another 7% of compensation is in the form of stock options, compared with 4% of S&P 500 director compensation. Cash fees represent 29% of compensation for technology company directors, but 38% of compensation for S&P 500 directors. Overall trends: Smaller companies tend to rely more on stock options as a percentage of compensation. Larger companies offer other compensation in larger percentages than smaller companies. (Other compensation includes travel/spouse expenses, entertainment/gifts, education programs, extra services and insurance/health benefits.) Thirty-five percent of technology boards offer deferred compensation plans to directors, compared with 74% of S&P 500 companies. Percentage of Compensation by Categories* Technology 200 Tech 200 S&P 500 >$5B $1B-$5B $500M-$1B <$500M Stock awards 62% 56% 60% 65% 60% 53% Paid in cash 29% 38% 31% 29% 28% 32% Options 7% 4% 4% 4% 11% 15% Other 2% 2% 5% 2% 1% 0% *Figures may not total 100% due to rounding Continued Small Increase in Average Cash Retainer The average annual cash retainer for tech company directors increased by 2% to $61,304, building on a 6% increase from Seventy-seven percent of technology companies pay a cash retainer of at least $50,000, up from 74% in Average Annual Cash Retainer Technology 200 Tech 200 >$5B $1B-$5B $500M- $1B < $500M 2017 $61,304 $67,265 $61,753 $59,000 $52, $60,224 $76,632 $62,259 $47,973 $53,500 *Among companies where data was available; not available for 10 companies U.S. Technology board index

14 Director Compensation Continued Drop in Boards Paying for Meeting Attendance Thirteen percent of technology boards in our index report they provide meeting attendance fees to directors. That number has dropped notably over the years, down from 17% in 2016 and 27% just four years ago. Fourteen percent of S&P 500 boards provide meeting attendance fees. The average board meeting attendance fee for technology boards rose to $6,610 from $5,224 in 2016 and up from $2,491 in (Note: two companies pay much higher fees that skew this number excluding their fees, the 2017 average is $2,152.) Boards That Provide Meeting Attendance Fees Technology 200 Tech 200 >$5B $1B-$5B $500M- $1B < $500M Percent providing meeting attendance fees 13% 18% 12% 12% 5% Average board meeting fee $6,610 $1,929 $5,409* $15,125** $1500 *One board s meeting fee of $37,500 skews this number higher **One board s meeting fee of $78,252 skews this number higher More than Half of Tech Boards Provide Additional Compensation to the Non-Executive Chair Fifty-two percent of tech boards provide additional compensation to the non-executive chair. The average cash retainer for technology company board chairs is $139,097, a 7% increase over the 2016 average of $130,216. Fewer technology boards provide additional cash compensation to the lead director. Among the 39% of boards that do, the average cash premium is $28,840, down 2% from the 2016 average of $29,493. Board Leadership Compensation Percent with cash retainer for board chair 52% 51% Average retainer $139,097 $130,216 Average cash premium for board chair $75,904 $71,361 Percentage providing a cash premium for lead director 39% 35% Average cash premium for lead director $28,840 $29, spencer stuart

15 More than 90% of Boards Compensate Audit Committee Chairs Of the 200 technology boards in our index, 93% provide an additional cash retainer to the audit committee chair, and the average payment is $26,365. Seventy-one percent of tech company boards provide an additional retainer to audit committee members, averaging $12,418. Audit committee meeting attendance fees are far less common than retainers: 13% of technology boards provide meeting fees to audit committee members and 2% to audit committee chairs. Committee Retainers Audit Committee Chair Average % of boards that make this payment Cash retainer $26,365 93% Meeting attendance fee $6,446 2% Audit Committee Members Cash retainer $12,418 71% Meeting attendance fee $2,060 13% Annual Equity Awards to Directors Remains Roughly the Same The average value of annual equity awards for technology company boards is $182,088. Technology company boards are most likely to include restricted stock or restricted stock units to directors in the equity compensation mix: 95% percent of tech boards provide this form of equity compensation. Only 16% of boards have a stock option program that provides options when directors join the board, as part of annual director compensation or both. Among the companies that provide option grants to directors annually, the average value of these grants decreased from the previous year by 12% to $95,997. Annual Equity Awards Technology 200 Tech 200 >$5B $1B-$5B $500M-$1B <$500M Percentage providing restricted stock or restricted stock units 95% 97% 94% 92% 85% Average value of restricted stock $150,580 $142,432 $168,284 $131,707 $121,416 Average value of restricted stock units $189,004 $227,054 $176,304 $183,608 $186,985 Percentage of companies with a stock option program 16% 15% 16% 18% 15% Average value of options* $95,997 $77,749 $100,181 $95,677 $113,927 Total value of annual equity awards $182,088 $207,156 $179,865 $176,933 $156,356 *Stock option awards are valued using the Black-Scholes methodology U.S. Technology board index

16 Snapshot Silicon Valley Governance Highlights In addition to analyzing 200 U.S. tech company boards, we also examined governance trends for the top 76 Silicon Valley companies. Here are the highlights: Average age of independent directors composition 83 % Silicon Valley tech boards with at least one female director (same as last year) Average tenure 7.8 years Silicon Valley tech boards organization and process 8.8 years Tech 200 boards Annual director elections 63 % Silicon Valley tech boards 92 % S&P 500 boards Mandatory retirement 30 % 73 Silicon Valley tech boards report having a mandatory retirement age Average age of retiree Average number of committees Silicon Valley tech boards S&P 500 boards $ Tech Average total compensation compensation $299,222 Silicon Valley tech board director $281, board director $288,909 S&P 500 board director 14 spencer stuart

17 Silicon Valley Boards : A Snapshot Board Composition Comments Average board size Board size has increased 15% over the past 10 years Boards with 10 or more directors 39% 20% 13% 9% increase from last year; 200% more than 10 years ago Independent directors 82% 80% 83% Representation of independent directors fairly constant Average age of independent directors Board age has increased by 5 years, or 9%, since 2007 Women as percentage of all directors 15% 11% 7.7% Percentage of women has almost doubled in past 10 years Boards with at least one woman director 83% 63% 48% The number of boards with female directors increased by 73% over last decade % adding at least one new director 37% 46% 51% Just over one-third of boards added new directors Percentage of women among new directors 50% 25% 15% Half of new directors are women, a 233% increase since 2007 Chairman Independence Comments Boards that separate the chair and CEO roles 78% 74% 64% Continued increase in boards splitting the chair and CEO roles Boards with lead or presiding director 47% 47% 46% Little change in boards with lead or presiding director Board Organization and Process Comments Average number of board meetings Percentage of companies with annual director elections 63% 72% 64% Companies reporting mandatory retirement age 30% 40% 36% Average number of board meetings grew by 12% from five years ago Percentage of companies with annual elections dropped by 13% from five years ago Fewer than a third of boards disclose a mandatory retirement age Average retirement age Average retirement age fairly steady Non-Employee Director Compensation Comments Average total per-director compensation $299,222 $310,907 N/A Director compensation is lower than five years ago Percentage paid in cash 26% 23% N/A Cash fees remain fairly constant around 25% Percentage paid in stock awards 71% 49% N/A Percentage paid as stock options 2% 25% N/A Percentage other compensation 1% 3% N/A Stock awards are now largest component of compensation and continue to rise Stock options are much less common today almost non-existent Other compensation expenses, entertainment, education and insurance/health benefits has largely remained static * Figures may not total 100% due to rounding U.S. Technology board index

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19 Comparative Board Data U.S. Technology board index

20 Comparative Board Data number of directors Board Compensation Board leader compensation Length of term (years) Meetings per year b CEO/Chairman same? meeting attendence fee annual board cash fees total $ value of annual equity awards total annual board fees lead director cash retainer Number of Females Average Age (Years) board cash retainer c chair cash retainer Outside a Total > $5 Billion Activision Blizzard Santa Monica, CA Adobe Systems Alphabet Mountain View, CA Amazon.com Seattle, WA Amphenol Corporation Wallingford, CT Apple Cupertino, CA Applied Materials Santa Clara, CA ARRIS Group Suwanne, GA Cisco Systems Cognizant Technology Solutions Corporation Teaneck, NJ DXC Technology Tysons, VA ebay Facebook Menlo Park, CA Fidelity National Information Services Jacksonville, FL Fortive Everett, WA Harman International Industries Stamford, CT Harris Corporation Melbourne, FL Hewlett-Packard Palo Alto, CA Hewlett-Packard Enterprise Palo Alto, CA Intel Corporation Santa Clara, CA International Business Machines Corporation Armonk, NY Jabil Circuit St. Petersburg, FL Lam Research Corporation Fremont, CA Micron Technology Boise, ID Microsoft Corporation Redmond, WA Motorola Solutions Chicago, IL $90,000 N/A $90,000 $250,000 $340,000 $240,000 N/A Y 7 $60,000 N/A $60,000 $260,000 $320,000 $110,000 N/A $75,000 N/A $75,000 $350,000 $425,000 N/A N/A Y 4 N/A N/A $0 $288,000 $288,000 N/A N/A $80,000 N/A $80,000 $140,000 $220,000 $180,000 N/A $100,000 N/A $100,000 $250,000 $350,000 $300,000 N/A $65,000 N/A $65,000 $200,000 $265,000 $215,000 N/A $80,000 N/A $80,000 $160,000 $240,000 N/A $100, $75,000 N/A $75,000 $215,000 $290,000 N/A $110, $90,000 N/A $90,000 $210,000 $300,000 $240,000 N/A Y 13 $90,000 N/A $90,000 $200,000 $290,000 N/A $125, $80,000 N/A $80,000 $220,000 $300,000 $180,000 $105, Y 8 $50,000 N/A $50,000 $300,000 $350,000 N/A N/A $80,000 $2,000 $88,000 $190,000 $278,000 N/A $110, $100,000 N/A $100,000 $140,000 $240,000 $192,500 N/A Y 6 $80,000 N/A $80,000 $135,000 $215,000 N/A $105, Y 6 $80,000 $2,000 $92,000 $135,000 $227,000 $230,000 $105, $100,000 N/A $100,000 $200,000 $300,000 $300,000 $135, $100,000 N/A $100,000 $175,000 $275,000 $300,000 $135, $90,000 N/A $90,000 $220,000 $310,000 N/A $130, Y 9 $120,000 N/A $120,000 $180,000 $300,000 N/A $130, $60,000 N/A $60,000 $210,588 $270,588 $210,000 N/A $65,000 N/A $65,000 $200,000 $265,000 $345,000 $87, $100,000 N/A $100,000 $250,000 $350,000 $250,000 N/A $125,000 N/A $125,000 $200,000 $325,000 N/A N/A Y 5 $100,000 N/A $100,000 $140,000 $240,000 N/A $125, spencer stuart

21 number of directors Board Compensation Board leader compensation Length of term (years) Meetings per year b CEO/Chairman same? meeting attendence fee annual board cash fees total $ value of annual equity awards total annual board fees lead director cash retainer Number of Females Average Age (Years) board cash retainer c chair cash retainer Outside a Total NCR Corporation Duluth, GA NetApp Sunnyvale, CA NVIDIA Corporation Santa Clara, CA Oracle Corporation Redwood City, CA PayPal QUALCOMM San Diego, CA Salesforce.com San Francisco, CA Sanmina Texas Instruments Dallas, TX Vmware Palo Alto, CA Western Digital Corporation Windstream Little Rock, AR Xerox Corporation Norwalk, CT Y 6 $80,000 N/A $80,000 $225,000 $305,000 N/A $120, $60,000 N/A $60,000 $250,000 $310,000 $135,000 $135, $75,000 N/A $75,000 $225,000 $300,000 N/A N/A $52,500 $3,000 $64,500 $339,208 $403,708 N/A N/A $80,000 N/A $80,000 $220,000 $300,000 $180,000 $155, $100,000 N/A $100,000 $200,000 $300,000 N/A $125, Y 10 $50,000 N/A $50,000 $500,000 $550,000 N/A $80, Y 6 $80,000 N/A $80,000 $180,000 $260,000 N/A $160, Y 10 $85,000 N/A $85,000 $200,000 $285,000 N/A $110, $50,000 N/A $50,000 $250,000 $300,000 N/A $150, $75,000 N/A $75,000 $225,000 $300,000 $175,000 $95, $85,000 N/A $85,000 $100,000 $185,000 $185,000 N/A $80,000 N/A $80,000 $130,000 $210,000 N/A $105,000 $1 Billion to $5 Billion ACI Worldwide Naples, FL Advanced Micro Devices Sunnyvale, CA Agilent Technologies Santa Clara, CA Akamai Technologies Cambridge, MA Allscripts Healthcare Solutions Chicago, IL AMETEK Berwyn, PA Amkor Technology Chandler, AZ Analog Devices Norwood, MA Arista Networks Santa Clara, CA athenahealth Watertown, MA Autodesk San Rafael, CA Benchmark Electronics Angleton, TX Black Knight Financial Services Jacksonville, FL Brocade Communications Systems $60,000 N/A $60,000 $250,000 $310,000 $160,000 N/A $75,000 N/A $75,000 $185,000 $260,000 $112,500 N/A $90,000 N/A $90,000 $180,000 $270,000 $245,000 N/A $75,000 N/A $75,000 $225,000 $300,000 $95,000 $95, $60,000 N/A $60,000 $200,000 $260,000 $160,000 N/A $90,000 N/A $90,000 $106,147 $196,147 N/A N/A $50,000 $2,000 $62,000 $106,494 $168,494 N/A $75, $70,000 N/A $70,000 $199,148 $269,148 $250,000 $85, $75,000 N/A $75,000 $750,000 $825,000 N/A N/A Y 11 $20,000 $3,000 $53,000 $225,000 $278,000 N/A $40, $75,000 N/A $75,000 $250,000 $325,000 $140,000 N/A $60,000 $1,000 $72,000 $125,000 $197,000 $125,000 N/A $60,000 $2,000 $68,000 $125,014 $193,014 N/A N/A $40,000 N/A $40,000 $200,000 $240,000 $70,000 N/A U.S. Technology board index

22 Comparative Board Data number of directors Board Compensation Board leader compensation Length of term (years) Meetings per year b CEO/Chairman same? meeting attendence fee annual board cash fees total $ value of annual equity awards total annual board fees lead director cash retainer Number of Females Average Age (Years) board cash retainer c chair cash retainer Outside a Total Bruker Billerica, MA CA New York, NY CACI International Arlington, VA Cadence Design Systems CDK Global Hoffman Estates, IL Cerner Corporation North Kansas City, MO Ciena Corporation Hanover, MD Cirrus Logic Austin, TX Citrix Systems Fort Lauderdale, FL CommScope Hickory, NC CoreLogic Irvine, CA Cree Durham, NC Cypress Semiconductor Diebold North Canton, OH Dolby Laboratories San Francisco, CA DST Systems Kansas City, MO EchoStar Englewood, CO Electronic Arts Redwood City, CA Entegris Billerica, MA Equinix Redwood City, CA F5 Networks Seattle, WA Finisar Corporation Sunnyvale, CA First Solar Tempe, AZ FlLIR Systems Wilsonville, OR Fortinet Sunnyvale, CA GoPro San Mateo, CA IAC/InterActiveCorp New York, NY Illumina San Diego, CA Y 4 $40,000 $1,500 $46,000 $110,200 $156,200 N/A N/A N/A N/A $0 $325,000 $325,000 N/A N/A $65,000 N/A $65,000 $120,000 $185,000 N/A $125, $80,000 $2,000 $92,000 $170,000 $262,000 $160,000 N/A $100,000 N/A $100,000 $145,000 $245,000 $175,000 N/A Y 4 $66,000 N/A $66,000 $250,000 $316,000 N/A N/A $60,000 N/A $60,000 $175,000 $235,000 N/A $70, $50,000 N/A $50,000 $170,000 $220,000 $95,000 $60, $60,000 N/A $60,000 $250,000 $310,000 N/A $95, $85,000 N/A $85,000 $125,000 $210,000 N/A N/A $70,000 N/A $70,000 $135,000 $205,000 $170,000 N/A Y 5 $60,000 N/A $60,000 $170,000 $230,000 N/A $80, $50,000 N/A $50,000 $200,000 $250,000 $80,000 N/A $65,000 N/A $65,000 $124,000 $189,000 $165,000 N/A $50,000 N/A $50,000 $250,000 $300,000 $100,000 N/A Y 11 $90,000 N/A $90,000 $140,000 $230,000 N/A $120, $60,000 $1,000 $65,000 $40,439 $105,439 N/A N/A $60,000 N/A $60,000 $260,000 $320,000 $110,000 $85, $75,000 N/A $75,000 $125,000 $200,000 $115,000 N/A $60,000 N/A $60,000 $250,000 $310,000 N/A $85, $60,000 N/A $60,000 $250,088 $310,088 $160,000 $85, Y 4 $50,000 N/A $50,000 $150,000 $200,000 N/A $70, $100,000 N/A $100,000 $160,000 $260,000 $150,000 N/A $70,000 $1,500 $82,000 $140,877 $222,877 $170,000 N/A Y 7 $40,000 N/A $40,000 $164,250 $204,250 N/A $50, Y 12 $50,000 N/A $50,000 $245,000 $295,000 N/A $70, $50,000 N/A $50,000 $250,000 $300,000 N/A N/A $55,000 N/A $55,000 $400,000 $455,000 N/A $82, spencer stuart

23 number of directors Board Compensation Board leader compensation Length of term (years) Meetings per year b CEO/Chairman same? meeting attendence fee annual board cash fees total $ value of annual equity awards total annual board fees lead director cash retainer Number of Females Average Age (Years) board cash retainer c chair cash retainer Outside a Total Intuit Mountain View, CA IPG Photonics Oxford, MA Iron Mountain Incorporated Boston, MA Itron Libery Lake, WA Jack Henry & Associates Monett, MO Juniper Networks Sunnyvale, CA Keysight Technologies Santa Rosa, CA KLA-Tencor Corporation Milpitas, CA Liberty TripAdvisor Holdings Englewood, CO Maxim Integrated Products Microchip Technology Chandler, AZ Microsemi Corporation Aliso Viejo, CA MKS Instruments Andover, MD National Instruments Corporation Austin, TX NETGEAR Neustar Sterling, VA Nuance Communications Burlington, MA ON Semiconductor Corporation Phoenix, AZ Palo Alto Networks Santa Clara, CA Pitney Bowes Stamford, CT Plexus Corporation Neenah, WI PTC Needham, MA Red Hat Raleigh, NC ServiceNow Santa Clara, CA Shutterfly Redwood City, CA Skyworks Solutions Woburn, MA Square San Francisco, CA SS&C Technologies Holdings Windsor, CT Y 5 $60,000 N/A $60,000 $260,000 $320,000 N/A $100, Y 6 $40,000 N/A $40,000 $250,000 $290,000 N/A $60, $75,000 N/A $75,000 $135,000 $210,000 $175,000 N/A $65,000 N/A $65,000 $100,000 $165,000 $110,000 N/A $40,000 $3,500 $54,000 $135,019 $189,019 N/A $55, $60,000 N/A $60,000 $225,000 $285,000 $135,000 $90, $90,000 N/A $90,000 $180,000 $270,000 $245,000 N/A $90,000 N/A $90,000 $160,000 $250,000 $130,000 N/A Y 5 $51,500 N/A $51,500 $51,500 $103,000 N/A N/A $57,300 N/A $57,300 $251,712 $309,012 $117,300 N/A Y 8 $65,000 $3,000 $89,000 $84,000 $173,000 N/A N/A Y 16 $60,000 N/A $60,000 $145,000 $205,000 $120,000 $120, $60,000 N/A $60,000 $140,000 $200,000 $105,000 $80, $60,000 N/A $60,000 $130,000 $190,000 N/A N/A Y 7 $25,000 $1,000 $32,000 $200,000 $232,000 N/A $40, N/A $70,000 N/A $70,000 $185,000 $255,000 $145,000 N/A Y 8 $50,000 N/A $50,000 $298,350 $348,350 N/A $70, $70,000 N/A $70,000 $205,000 $275,000 $170,000 N/A Y 7 N/A N/A $0 $300,000 $300,000 N/A N/A $75,000 N/A $75,000 $100,000 $175,000 $175,000 N/A $65,000 N/A $65,000 $120,000 $185,000 N/A $85, $50,000 N/A $50,000 $240,000 $290,000 $115,000 N/A $50,000 N/A $50,000 $250,000 $300,000 $100,000 $80, $40,000 N/A $40,000 $325,000 $365,000 N/A $60, N/A N/A $0 $200,000 $200,000 $42,500 N/A $70,000 N/A $70,000 $200,000 $270,000 $120,000 $120, Y N/A $40,000 N/A $40,000 $250,000 $290,000 N/A N/A Y 4 $25,000 $2,500 $35,000 $40,116 $75,116 N/A N/A U.S. Technology board index

24 Comparative Board Data number of directors Board Compensation Board leader compensation Length of term (years) Meetings per year b CEO/Chairman same? meeting attendence fee annual board cash fees total $ value of annual equity awards total annual board fees lead director cash retainer Number of Females Average Age (Years) board cash retainer c chair cash retainer Outside a Total Super Micro Computer Symantec Corporation Mountain View, CA Synaptics Synopsys Mountain View, CA Take-Two Interactive Software New York, NY Teledyne Technologies Thousand Oaks, CA Teradata Corporation Dayton, OH Teradyne North Reading, MA Trimble Navigation Limited Sunnyvale, CA TTM Technologies Costa Mesa, CA Twitter San Francisco, CA Unisys Corporation Blue Bell, PA VeriFone Systems Verint Systems Melville, NY VeriSign Reston, VA ViaSat Carlsbad, CA Vishay Intertechnology Malvern, PA Workday Pleasanton, CA Xilinx Zebra Technologies Corporation Lincolnshire, IL Y 4 $40,000 N/A $40,000 $63,243 $103,243 N/A N/A $50,000 N/A $50,000 $235,000 $285,000 $150,000 $150, $60,000 N/A $60,000 $190,000 $250,000 $110,000 N/A Y 6 $125,000 N/A $125,000 $125,000 $250,000 N/A N/A Y 12 $60,000 N/A $60,000 $165,000 $225,000 N/A $160, Y 8 $110,000 N/A $110,000 $110,000 $220,000 N/A $125, $50,000 N/A $50,000 $250,000 $300,000 $150,000 N/A $70,000 N/A $70,000 $175,000 $245,000 $125,000 N/A $60,000 N/A $60,000 $277,000 $337,000 N/A N/A $63,000 N/A $63,000 $95,000 $158,000 $126,000 N/A $50,000 N/A $50,000 $225,000 $275,000 N/A N/A $60,000 N/A $60,000 $150,000 $210,000 $160,000 N/A $70,000 N/A $70,000 $165,000 $235,000 $170,000 N/A $50,000 N/A $50,000 $200,000 $250,000 $110,000 N/A Y 6 $40,000 N/A $40,000 $250,000 $290,000 $140,000 $65, Y 7 $50,000 $2,000 $64,000 $211,003 $275,003 N/A N/A $55,000 N/A $55,000 $117,100 $172,100 N/A N/A N/A N/A $0 $394,732 $394,732 N/A N/A $65,000 N/A $65,000 $200,000 $265,000 $130,000 $75, $60,000 N/A $60,000 $175,000 $235,000 $110,000 N/A $500 Million to $1 Billion 3D Systems Rock Hill, SC ADTRAN Huntsville, AL ANSYS Canonsburg, PA Avid Technology Burlington, MA Blackbaud Charleston, SC Brooks Automation Chelmsford, MA Cavium $50,000 $2,000 $82,000 $100,000 $182,000 $300,000 N/A Y 7 $80,000 N/A $80,000 $80,000 $160,000 N/A $95, $40,000 N/A $40,000 $300,000 $340,000 N/A $80, Y 8 $50,000 N/A $50,000 $114,997 $164,997 $80,000 $80, $50,000 N/A $50,000 $235,000 $285,000 $100,000 N/A $80,000 N/A $80,000 $80,000 $160,000 $120,000 N/A Y 10 $45,000 N/A $45,000 $250,000 $295,000 N/A $62, spencer stuart

25 number of directors Board Compensation Board leader compensation Length of term (years) Meetings per year b CEO/Chairman same? meeting attendence fee annual board cash fees total $ value of annual equity awards total annual board fees lead director cash retainer Number of Females Average Age (Years) board cash retainer c chair cash retainer Outside a Total Coherent Santa Clara, CA CommVault Systems Tinton Falls, NJ CoStar Group Washington, D.C. Cray Seattle, WA CSG Systems International Englewood, CO Daktronics Brookings, SD DigitalGlobe Westminster, CO Diodes Plano, TX Electronics For Imaging Foster City, CA Extreme Networks FireEye Milpitas, CA II-VI Saxonburg, PA Infinera Sunnyvale, CA Integrated Device Technology InterDigital Wilmington, DE Kemet Simpsonville, SC Manhattan Associates Atlanta, GA Methode Electronics Chicago, IL MicroStrategy Tysons Corner, VA NetScout Systems Westford, MA Pegasystems Cambridge, MA Plantronics Santa Cruz, CA Pure Storage Mountain View, CA Quantum Corporation RealPage Richardson, TX Semtech Corporation Camarillo, CA Silicon Laboratories Austin, TX Splunk San Francisco, CA $40,000 N/A $40,000 $294,000 $334,000 $80,000 N/A Y 6 $42,000 $2,000 $54,000 $176,558 $230,558 N/A $62, $50,000 N/A $50,000 $175,000 $225,000 $120,000 N/A $50,000 N/A $50,000 $110,000 $160,000 $90,000 N/A $75,000 N/A $75,000 $129,300 $204,300 $125,000 N/A Y 4 $25,000 $2,500 $35,000 $54,998 $89,998 N/A N/A $65,000 N/A $65,000 $135,000 $200,000 $100,000 N/A $80,000 N/A $80,000 $82,732 $162,732 N/A N/A $25,000 $2,000 $37,000 $275,405 $312,405 N/A N/A $50,000 N/A $50,000 $120,000 $170,000 $90,000 N/A $100,000 N/A $100,000 $100,000 $200,000 $122,500 $110, $50,000 N/A $50,000 $160,025 $210,025 $80,000 $60, $50,000 N/A $50,000 $165,000 $215,000 $100,000 N/A $50,000 N/A $50,000 $150,000 $200,000 $80,000 N/A $40,000 N/A $40,000 $150,000 $190,000 $90,000 N/A $70,000 N/A $70,000 $34,500 $104,500 $105,000 N/A $50,000 N/A $50,000 $170,000 $220,000 $150,000 N/A $44,000 N/A $44,000 $98,250 $142,250 $74,000 N/A Y 6 N/A $37,500 $225,000 $373,550 $598,550 N/A N/A Y 10 $36,000 N/A $36,000 $82,500 $118,500 N/A $66, Y 7 $55,000 N/A $55,000 $125,000 $180,000 N/A N/A $50,000 N/A $50,000 $150,000 $200,000 $90,000 N/A $30,000 N/A $30,000 $125,674 $155,674 N/A N/A $50,000 N/A $50,000 $100,000 $150,000 $75,000 $75, Y 6 $45,000 N/A $45,000 $160,000 $205,000 N/A $60, $45,000 N/A $45,000 $130,000 $175,000 $95,000 N/A $33,000 N/A $33,000 $150,000 $183,000 $53,000 $43, $40,000 N/A $40,000 $250,000 $290,000 $70,000 $60,000 U.S. Technology board index

26 Comparative Board Data number of directors Board Compensation Board leader compensation Length of term (years) Meetings per year b CEO/Chairman same? meeting attendence fee annual board cash fees total $ value of annual equity awards total annual board fees lead director cash retainer Number of Females Average Age (Years) board cash retainer c chair cash retainer Outside a Total Syntel Troy, MI Tableau Software Seattle, WA TiVo San Carlos, CA Tyler Technologies Plano, TX Ubiquiti Networks Ultimate Software Weston, FL Ultra Clean Holdings Hayward, CA Universal Electronics Santa Ana, CA Veeva Systems Pleasanton, CA Viavi Solutions Milpitas, CA VOXX International Corporation Hauppauge, NY Web.com Group Jacksonville, FL WebMd Health Corp. New York, NY Yelp San Francisco, CA Zillow Seattle, WA Zynga San Francisco, CA < $500 Million Advanced Energy Industries Fort Collins, CO Aspen Technology Bedford, MA Box Redwood City, CA Cabot Microelectronics Corporation Aurora, IL Calix Petaluma, CA Comtech Telecommunications Corp. Huntington, NY Cornerstone OnDemand Santa Monica, CA Guidewire Software Foster City, CA Harmonic Ixia Calabasas, CA Lattice Semiconductor Hillsboro, OR $65,000 N/A $65,000 $85,000 $150,000 N/A $95, $40,000 N/A $40,000 $225,000 $265,000 N/A $60, $46,000 N/A $46,000 $160,000 $206,000 $96,000 N/A Y 4 $25,000 $2,500 $35,000 $241,445 $276,445 N/A N/A Y 4 $40,000 N/A $40,000 $0 $40,000 N/A N/A Y 4 N/A $78,252 $313,008 $50,000 $363,008 N/A N/A $35,000 N/A $35,000 $59,300 $94,300 $47,000 N/A 8 7 N/A 64 2 Y 5 $35,000 N/A $35,000 $366,050 $401,050 N/A N/A $50,000 N/A $50,000 $150,000 $200,000 N/A N/A $60,000 N/A $60,000 $200,000 $260,000 $135,000 N/A $50,000 $1,500 $60,500 $0 $60,500 N/A N/A Y 9 $40,000 N/A $40,000 $135,000 $175,000 N/A $60, N/A N/A $0 $40,000 $40,000 N/A N/A $20,000 N/A $20,000 $91,782 $111,782 $40,000 N/A N/A N/A $0 $150,000 $150,000 N/A N/A $50,000 N/A $50,000 $200,000 $250,000 $150,000 N/A $45,000 N/A $45,000 $276,400 $321,400 $95,000 N/A $97,787 N/A $97,787 $142,689 $240,476 $172,787 N/A Y 14 $30,000 N/A $30,000 $200,000 $230,000 N/A $42, $90,000 N/A $90,000 $180,000 $270,000 $140,000 N/A $40,000 N/A $40,000 $120,000 $160,000 $80,000 N/A Y 19 $50,000 N/A $50,000 $120,000 $170,000 N/A $65, Y 4 $35,000 N/A $35,000 $200,000 $235,000 N/A $55, $50,000 N/A $50,000 $200,000 $250,000 $100,000 N/A $35,000 N/A $35,000 $75,360 $110,360 $75,000 N/A 6 4 N/A 56 2 N/A $50,000 N/A $50,000 $200,006 $250,006 N/A N/A $45,000 N/A $45,000 $120,000 $165,000 $75,000 N/A 24 spencer stuart

27 number of directors Board Compensation Board leader compensation Length of term (years) Meetings per year b CEO/Chairman same? meeting attendence fee annual board cash fees total $ value of annual equity awards total annual board fees lead director cash retainer Number of Females Average Age (Years) board cash retainer c chair cash retainer Outside a Total Medidata Solutions New York, NY NeoPhotonics Corporation Oclaro Photronics Brookfield, CT Progress Software Bedford, MA Quality Systems Irvine, CA Rocket Fuel Redwood City, CA Synchronoss Technologies Bridgewater Township, NJ Veeco Instruments Plainview, NY Y 4 $45,000 N/A $45,000 $225,000 $270,000 N/A N/A Y 13 $36,000 N/A $36,000 $39,828 $75,828 N/A N/A $34,000 N/A $34,000 $118,498 $152,498 $85,000 N/A $40,000 $4,000 $56,000 $145,560 $201,560 N/A N/A $50,000 N/A $50,000 $200,000 $250,000 $100,000 N/A $90,000 N/A $90,000 $145,000 $235,000 $130,000 N/A $25,000 N/A $25,000 $75,000 $100,000 $75,000 $40, $50,000 N/A $50,000 $200,000 $250,000 N/A N/A Y 7 $70,000 N/A $70,000 $120,000 $190,000 N/A $87,000 Data for the U.S. Technology Board Index were obtained from Equilar, a leading independent provider of executive and board compensation data and analysis. Note: highlighted rows denote a Silicon Valley company. Footnotes a. Outside directors are independent, as reported by the companies. b. Board meetings include all regularly scheduled meetings. c. Stock components have been noted where possible. Company Footnotes CA All information for the fiscal year is from DEF 14A filed June 22, Cypress Semiconductor All information for the fiscal year is from DEF 14A filed on April 19, DXC Technology All information for the fiscal year is from DEF 14A filed on June 23, Electronic Arts All information for the fiscal year is from DEF 14A filed on June 16, IXIA All information for the fiscal year is from 10-K/A filed on April 17, Kemet All information for the fiscal year is from DEF 14A filed on June 19, Neustar All information for the fiscal year is from 10-K/A filed on March 1, Plantronics All information for the fiscal year is from DEF 14A filed on June 16, Quality Systems All information for the fiscal year is from DEF 14A filed on July 13, Quantum All information for the fiscal year is from DEF 14A filed June 22, Red Hat All information for the fiscal year is from DEF 14A filed on June 22, U.S. Technology board index

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29 Board Governance Trends: A Global View Spencer Stuart has launched a new one-stop online resource for the latest data in board composition, governance practices and director compensation among leading public companies in more than 20 countries. Board Governance Trends is an exclusive source of insight into the way board practices are changing around the world and how they compare across countries. Visit spencerstuart.com for more information. U.S. Technology board index

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