Chegg, Inc. · NYSE:CHGG
Chegg — Shareholder Meeting (May 2023)
16 slides from Chegg's shareholder meeting presentation, May 18, 2023
Slide 1: Spring 2023 Investor Outreach
© 2023 Chegg, Inc. / All Rights Reserved Spring 2023 Investor Outreach
Slide 2: Executive Summary Continued
2© 2023 Chegg, Inc. / All Rights Reserved Executive Summary Continued Governance and Board Composition Updates • Chegg has added two diverse female independent directors since December 2020 and four new independent directors since June 2019. • Refreshed committee memberships and Chairs – all Chairs
Slide 3: 2023 Director Nominees (Class I Directors)
3© 2023 Chegg, Inc. / All Rights Reserved 50%50% 2023 Director Nominees (Class I Directors) Dan Rosensweig Co-Chairperson, CEO Mr. Rosensweig joined Chegg in 2010 with the vision to transform the popular textbook rental service into a leading digital learning platform. Prior to Chegg, Dan served as
Slide 4: Executive Compensation – Pay-for-Performance, Best Practices, Sound Governance
4© 2023 Chegg, Inc. / All Rights Reserved Executive Compensation – Focused on Pay-for-Performance, Best Practices, and Sound Governance What We Do What We Don’t Do ▪ Pay-for-Performance ▪ Prioritize stockholder alignment with a high percent of pay mix allocated to equity compensation, half of which
Slide 5: Executive Compensation – 2022 Annual Compensation Program
5© 2023 Chegg, Inc. / All Rights Reserved Executive Compensation – 2022 Annual Compensation Program – Simple Design Weighted to Equity and Performance 2022 NEO Compensation Program Elements Component Form1 Purpose / Design Salary Cash o Based on market competitive value of executive's responsibiliti
Slide 6: An Equity Incentive Plan is Vital to Our Business
6© 2023 Chegg, Inc. / All Rights Reserved An Equity Incentive Plan is Vital to Our Business • Our equity awards are critical to attracting and retaining the top talent required to execute our strategy. • We provide the opportunity for 100% of our new hire full-time employees to receive equity grants
Slide 7: Equity Incentive Plan – Approval Request
7© 2023 Chegg, Inc. / All Rights Reserved Equity Incentive Plan – Approval Request Chegg is requesting stockholder approval for a new 2023 Equity Incentive Plan • Our three-year average gross burn rate reflects Chegg’s prudent management of the EIP against our relevant benchmarks: • Our three-year a
Slide 8: Approval for Amended and Restated 2013 Employee Stock Purchase Plan
8© 2023 Chegg, Inc. / All Rights Reserved Chegg is requesting approval for the Amended and Restated 2013 Employee Stock Purchase Plan (ESPP) Our Employee Stock Purchase Plan is a benefit for our employees • Our Board believes that the ESPP has been an important incentive tool to attract, retain, and
Slide 9: Thank You
Thank You © 2023 Chegg, Inc. / All Rights Reserved
Slide 10: Appendix
© 2023 Chegg, Inc. / All Rights Reserved Appendix
Slide 11: 2023 Continuing Directors (Class II Directors)
11© 2023 Chegg, Inc. / All Rights Reserved 2023 Continuing Directors (Class II Directors) Dr. Paul LeBlanc Governance and Sustainability Committee Member Dr. LeBlanc has served as the President of Southern New Hampshire University since 2003 and previously as the President of Marlboro College from 1
Slide 12: 2023 Continuing Directors (Class III Directors)
12© 2023 Chegg, Inc. / All Rights Reserved 2023 Continuing Directors (Class III Directors) Jed York Governance and Sustainability Committee Member, Compensation Committee Member Mr. York has served as the CEO of the San Francisco 49ers since Feb ’12, where he previously served as Team President from
Slide 13: Board of Directors Experience (Skills)
13© 2023 Chegg, Inc. / All Rights Reserved Board of Directors Experience (Skills) The matrix below highlights several of the experiences, qualifications, attributes, and skills of our directors.
Slide 14: Our Compensation Peer Group
14© 2023 Chegg, Inc. / All Rights Reserved Our Compensation Peer Group For our 2022 compensation decisions, our compensation peer group consisted of the following 19 companies: Chegg’s core business is to develop and sell software-based subscription services to improve learners’ outcomes. We provide
Slide 15: Chegg's Approach to ESG
15© 2023 Chegg, Inc. / All Rights Reserved Chegg’s Approach to ESG Please see our ESG website and ESG Report for more details and additional recognition Focus on People ▪ Human Capital Management ▪ Culture, Belonging & Diversity Help Learners ▪ Product Impacts & Learning Outcomes ▪ Access to Educati
Slide 16: Forward-Looking Statements
16© 2023 Chegg, Inc. / All Rights Reserved Forward-Looking Statements This presentation contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements relate to expectations, beliefs, projections, fu