NYSE: XTLY $ 15.61 +0.00 +0%

Corporate Governance

The Board of Directors of Xactly Corporation (the “Company”) sets high standards for the Company’s employees, officers and directors. Implicit in this philosophy is the importance of sound corporate governance. It is the duty of the Board of Directors to serve as a prudent fiduciary for shareholders and to oversee the management of the Company’s business. To fulfill its responsibilities and to discharge its duty, the Board of Directors follows the procedures and standards that are set forth in these guidelines. These guidelines are subject to modification from time to time as the Board of Directors deems appropriate in the best interests of the Company or as required by applicable laws and regulations.

Board of Directors

Christopher W. Cabrera , , , Founder and CEO

Christopher Cabrera is a seasoned executive with senior management experience at both early-stage and public companies where he has managed sales, marketing, operations, and business development.

Carol G. Mills , , , Chair of the Board

Carol G. Mills has served as the chair of our board of directors since February 2010. Ms. Mills has been an independent consultant since February 2006. Since February 2017, Ms. Mills has been a member of the board of directors of Zynga and since April 2016, Ms. Mills has been a member of the board of directors of RELX PLC. She previously was a member of the board of directors of Ingram Micro Inc. from June 2014 to December 2016, Alaska Communications Systems Group from September 2013 to 2016, Adobe Systems Incorporated from 1998 to April 2011, Blue Coat Systems, Inc. from January 2009 to February 2012 and Tekelec from June 2007 to January 2012. We believe that Ms. Mills possesses specific attributes that qualify her to serve as the chair of our board of directors, including her substantial corporate governance, operational and financial experience gained from serving on the boards of directors of several public companies.

Gerald S. Casilli , , , Director

Gerald S. Casilli has served as a member of our board of directors since August 2005. Mr. Casilli has been a general partner of Rembrandt Venture Partners, a venture capital firm he co-founded, since March 2004. Prior to that, Mr. Casilli served as Chairman of the board of directors of IKOS Systems, Inc. and previously served as its Chief Executive Officer from 1989 to 1995. Mr. Casilli previously was a founding member of Trinity Ventures and Genesis Capital. Earlier in his career, Mr. Casilli also founded Millennium Systems. Mr. Casilli serves on the board of directors of several privately-held companies and has previously served on the board of directors of several public companies. We believe that Mr. Casilli possesses specific attributes that qualify him to serve as a member of our board of directors, including his experience as a director of several technology companies and his substantial experience as a venture capital investment professional.

Neal Dempsey , , , Director

Neal Dempsey has served as a member of our board of directors since April 2008. Mr. Dempsey joined Bay Partners, a venture capital firm, as a general partner in May 1989 and has served as the managing general partner since July 2001. Since April 2010, he has been a member of the board of directors of Enphase Energy, Inc., a solar energy management device maker, and previously served as a member of the board of directors of Eloqua, Inc. from August 2006 to February 2013 and Guidewire Software, Inc. from 2006 to December 2013. We believe that Mr. Dempsey possesses specific attributes that qualify him to serve as a member of our board of directors, including his experience as a director of several technology software companies.

Earl E. Fry , , , Director

Earl E. Fry has served as a member of our board of directors since September 2005. Since January 2016, Mr. Fry has been an independent consultant. Previously, he served in various executive roles at Informatica Corporation: interim Chief Financial Officer and Advisor from September 2015 to January 2016​;​ Chief Customer Officer and Executive Vice President, Operations Strategy​ from November 2014 to August 2015;​ Chief Administrative Officer and Executive Vice President, Global Customer Support ​from January 2010 to October 2014; and Chief Financial Officer​ and Senior Vice President from December 1999 until December 2009.​ Since April 2005, Mr. Fry has been a member of the board of directors of Central Pacific Financial Corp., a bank holding company​; and​ ​s​ ince April 2016, a member of the board of directors of Hawaiian Holding​s​ , Inc. We believe that Mr. Fry possesses specific attributes that qualify him to serve as a member of our board of directors, including his professional experience in the areas of finance, accounting and audit oversight.

David W. Pidwell , , , Director

David W. Pidwell has served as a member of our board of directors since September 2005. Mr. Pidwell has been a venture partner at Alloy Ventures since January 1996. Mr. Pidwell serves on the board of directors of a privately-held company and previously served on the board of directors of Informatica from February 1996 to May 2012. We believe that Mr. Pidwell possesses specific attributes that qualify him to serve as a director, including his substantial experience as a venture capital investment professional and his expertise in technology companies.

John P. Ward, Jr. , , , Director

John P. Ward, Jr. has served as a member of our board of directors since January 2009. Mr. Ward has been a managing director at Key Venture Partners since January 2007 and a managing partner at Unit Economic Investors, LLC, since April 2011. Mr. Ward serves on the board of directors of several privately-held companies. We believe that Mr. Ward possesses specific attributes that qualify him to serve as a director, including his experience as a venture capital investment professional, his substantial expertise in on-demand delivery models and technology services companies.

Lauren Flaherty , , , Director

Lauren Flaherty has led marketing for some of Silicon Valley’s most well-known companies. She currently serves as CMO of CA Technologies, where she is responsible for the company’s global marketing strategy.

Scott McGregor , , , Director

Scott McGregor has decades of experience growing and scaling enterprise technology companies. McGregor most recently served as Broadcom’s president and CEO, where he was responsible for guiding the vision and direction of the company’s corporate strategy.

Leadership

Christopher W. Cabrera , , , Founder and CEO

Christopher Cabrera is a seasoned executive with senior management experience at both early-stage and public companies where he has managed sales, marketing, operations, and business development.

L. Evan Ellis Jr. , , , President and COO

COO Evan Ellis’ team at Xactly includes Engineering & Product Management, Professional Services, Customer Support & Success, Data Center Operations & IT, Data Security & Privacy, and Business Development.

Joe Consul , , , Chief Financial Officer

Joe Consul brings to Xactly more than two decades of tech finance and operations experience, completing $0.5 billion in private and public equity transactions during that time.

Micheline Nijmeh , , , Chief Marketing Officer

An innovative and proven marketing executive, Micheline possesses a balance of strategic thinking and data-driven decision making with proven results.

Bernard Kassar , , , CHIEF CUSTOMER OFFICER

Bernie Kassar is responsible for Xactly’s global customer experience, including customer loyalty, service, and relationships, in addition to driving a customer-centric experience throughout the company.

Desta R. Price , , , SVP, Products and Education

Desta Buchowski brings over 10 years’ experience in product management, product marketing, analyst relations, marketing communications, OEM partnerships and technical sales.

Ron Rasmussen , , , CTO & SVP Engineering

Ron Rasmussen brings more than two decades experience – including work with geo location and social CRM software, as well as SaaS and on-premise products – to the role of vice president of engineering for Xactly.

Colleen Pouliot , , , General Counsel & Secretary

Colleen Pouliot is Xactly’s General Counsel and Secretary. She brings more than three decades of legal experience to the role including work with public policy, intellectual property protection for software, IP licensing, and governance.

Steve De Marco , , , VP, Worldwide Sales

Steve DeMarco is responsible for Xactly Corporation’s Sales Organization and has nearly two decades of high-tech sales, management, business development, and solutions consulting.

Anil Kona , , , VP, Engineering

An accomplished software development leader with experience delivering complex, innovative Enterprise SaaS, and On-Premise products. Anil Kona is responsible for Product development of Xactly’s Enterprise suite of products.

Robert Blohm , , , VP, Strategic Services

Robert Blohm has over 15 years of experience in sales effectiveness, performance management, and technology fields, and has managed consulting projects in Fortune 100 companies across several industries.

Steve Giusti , , , VP, CORPORATE CONTROLLER

Steve Giusti is a seasoned Controller with over 25 years of finance and accounting experience in Silicon Valley with both public and private companies.

Mark Salvador , , , VP, Finance

Mark is a veteran finance executive who brings a unique background of leadership in finance and business analysis at highly successful private and public companies.

Sean D. Murray , , , VP, General Business Global Sales

Sean's core priority is enabling Xactly's global growth plans by helping new customers inspire performance. Prior to Xactly Sean invested 12 years with an advisory best practices company, and scaled several global businesses while leveraging Xactly software.

Leanne Bernhardt , , , VP, HUMAN RESOURCES

A 15-year industry veteran coming from Brocade, Leanne will support Xactly’s rapid worldwide growth and continued focus on employee engagement.

Erik Charles , , , VP, PRODUCT MARKETING

Erik W. Charles is an accomplished professional with over two decades of experience in Marketing, Consulting, and Product Evangelization.

Nitin Mathur , , , SVP, Professional Services & Customer Support

Nitin Mathur is a seasoned entrepreneur with two successful IPOs. At Xactly, he heads-up Professional Services for all Xactly Enterprise and Small Business products worldwide.

Committee Composition


Audit
Committee
Compensation
Committee
Nominating &
Governance Committee
Carol G. Mills
Gerald S. Casilli

Neal Dempsey
Earl E. Fry

Scott McGregor

David W. Pidwell


John P. Ward, Jr.

Member Member ChairChair

Committee Composition

Audit Committee
  • Gerald S. Casilli Member
  • Earl E. Fry Member
  • Scott McGregor Member
Compensation Committee
  • Carol G. Mills Member
  • Neal Dempsey Member
  • John P. Ward, Jr. Member
Nominating and Governance Committee
  • Carol G. Mills Member
  • Neal Dempsey Member
Member Member ChairChair

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Contact IR

408.477.3338
ir@xactlycorp.com

The Blueshirt Group
Nicole Gunderson
415-489-2196
nicole@blueshirtgroup.com

Lisa Laukkanen
415-217-4967
lisa@blueshirtgroup.com

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