Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On October 9, 2022, the Board of Directors (the "Board") of DocuSign, Inc. (the
"Company") appointed Allan Thygesen to the Board to serve as a director of the
Company, effective immediately following the conclusion of the Board meeting,
and confirmed his appointment as the Company's President and Chief Executive
Officer consistent with the Company's announcement on September 22, 2022. Mr.
Thygesen will serve as a Class II director whose term will expire at the
Company's 2023 Annual Meeting of Stockholders, which is the next stockholder
meeting at which Class II directors will be elected, and until Mr. Thygesen's
successor shall have been duly elected and qualified, or until Mr. Thygesen's
earlier death, resignation, disqualification or removal.
Mr. Thygesen previously served as President, Americas & Global Partners at
Google Inc. (a subsidiary of Alphabet Inc.) from June 2021 to September 2022, as
President, Americas from February 2017 to May 2021, as President, Google
Marketing Solutions from September 2014 to February 2017, and as Vice President,
Global SMB Sales and Operations from September 2011 to September 2014. Before
joining Google, Mr. Thygesen consulted to Google and other companies in 2010 and
until September 2011 and previously co-founded an early stage venture firm and
was a managing director and partner in the U.S. venture and growth funds of The
Carlyle Group, where he led investments in startups in sectors including
e-commerce, enterprise software, mobile advertising and imaging. Earlier, Mr.
Thygesen served as an executive in several public and private companies,
including Wink Communications, Inc., an interactive television technology
company, which he helped take public in 1999. He also served as a lecturer at
the Stanford Graduate School of Business from 2014 to 2021. Mr. Thygesen has
served on the board of directors of RingCentral, Inc. (NYSE: RNG) since October
2015 and has served on the boards of directors of various private companies. Mr.
Thygesen holds an M.Sc. in Economics from the University of Copenhagen and an
MBA from Stanford University.
The Company will enter into its standard form of Indemnification Agreement with
Mr. Thygesen. The form of the indemnification agreement was previously filed by
the Company as Exhibit 10.1 on Form 8-K filed with the Securities and Exchange
Commission on December 3, 2020 and incorporated by reference herein.
There are no other arrangements or understandings between Mr. Thygesen and any
other persons pursuant to which he was appointed to the Board, no family
relationships among any of the Company's directors or executive officers and Mr.
Thygesen and he has no direct or indirect material interest in any transaction
required to be disclosed pursuant to Item 404(a) of Regulation S-K.
On October 9, 2022, Mary Agnes "Maggie" Wilderotter's service as the Company's
interim President and Chief Executive Officer terminated in connection with Mr.
Thygesen's commencement of service as the Company's Chief Executive Officer. Ms.
Wilderotter will continue to serve as a Class III director and Board Chair.
Director Peter Solvik also ceased serving as the Company's Lead Independent
Director effective October 9, 2022, and will continue to serve as a Class III
director.
In addition, on October 9, 2022, the Board accepted the resignation of Daniel D.
Springer from the Board, effective upon commencement of Mr. Thygesen's service
as the Company's President and Chief Executive Officer and director. Mr.
Springer had previously tendered his resignation to the Board in accordance with
Section 1.12 of the Company's Corporate Governance Guidelines. Mr. Springer's
resignation as a member of the Board is not due to any disagreement with the
Company on any matter related to the Company's operations, policies or
practices.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit No. Description
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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