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Microsoft announces new lead independent director, Nadella remains chairman

Satya Nadella explaining something in a conference

Microsoft is making changes to its board of directors again. Veteran lead independent director John W. Thompson is stepping down from his role and being replaced by Sandra E. (Sandi) Peterson, who is the Operating Partner at Clayton, Dubilier & Rice.

For those unaware, Thompson previously served as the CEO of Symantec and Virtual Instruments, and is currently a vice president at IBM. He has been a member of the Microsoft board since 2012 and drove the search for a new CEO in 2014, leading to Satya Nadella being elected as CEO. Thompson was also elected as board chairman in the same year but was replaced by Nadella in 2021.

Regarding the change in roles for Thompson and Peterson, Microsoft CEO and board chairman Satya Nadella had the following to say:

I've always valued John’s counsel and leadership and am grateful for his contributions as lead independent director and the strategic perspective he’ll continue to provide to Microsoft going forward. Since joining our Board, the guidance and insights Sandi has provided have been invaluable. I’m delighted that she will continue to bring a wealth of expertise and leadership to Microsoft as lead independent director.

There were some other details shared too. Satya Nadella has been reelected as the chairman of the board, while Carlos Carlos A. Rodriguez has been appointed as the chairperson for the Compensation Committee, with Sandra E. Peterson as a member. Peterson will also serve as the chairperson of the Governance and Nominating Committee, where John W. Thompson will remain a member.

Microsoft's board currently has 12 members, listed below:

  • Sandra E. Peterson, Lead Independent Director, Microsoft Corporation
  • Reid G. Hoffman, General Partner, Greylock Partners
  • Hugh F. Johnston, Vice Chairman and Chief Financial Officer, PepsiCo, Inc.
  • Teri L. List, former Executive Vice President and Chief Financial Officer, Gap, Inc.
  • Satya Nadella, Chairman and Chief Executive Officer, Microsoft Corporation
  • Penny S. Pritzker, Founder and Chairman, PSP Partners
  • Carlos A. Rodriguez, Executive Chair, ADP, Inc.
  • Charles W. Scharf, Chief Executive Officer and President, Wells Fargo & Company
  • John W. Stanton, Chairman, Trilogy Partnerships
  • John W. Thompson, Partner, Lightspeed Venture Partners
  • Emma N. Walmsley, Chief Executive Officer, GSK
  • Padmasree Warrior, Founder, President & CEO, Fable Group Inc.

Apart from these organizational changes, Microsoft also announced a quarterly dividend of $0.68 per share which will be payable on June 8, 2023 to all shareholders of record as of May 18, 2023.

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