Docusign, Inc. · NASDAQ:DOCU

Docusign — Proxy Contest (May 2025)

15 slides from Docusign's proxy contest presentation, May 15, 2025

  1. Slide 1: Explanatory Note

    Explanatory Note: The following “Docusign Investor Engagement – Spring 2025” slide deck is unchanged from the “Docusign Investor Engagement – Spring 2025” slide deck filed with the Securities and Exchange Commission as Definitive Additional Materials on May 2, 2025, except for the addition of a new

  2. Slide 2: Docusign Investor Engagement Spring 2025

    Docusign Investor Engagement Spring 2025

  3. Slide 3: Forward-looking statements

    2 This presentation, meeting, website, and similar communication, including through social media outlets, may contain “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are

  4. Slide 4: Docusign at a Glance

    Docusign at a Glance 3 (1) As of January 31, 2025. (2) For the year ended January 31, 2025. Trusted, Global Brand1 FY252 performance World’s #1 e-Signature solution $2.98B Total Revenue 8% Y/Y growth $3.1B Billings 7% Y/Y growth 79.1% $1.0B GAAP Gross Margin IAM Unleashing the value of agreement dat

  5. Slide 5: 2025 Proxy Statement Highlights

    4 Continued year-round stockholder engagement with outreach to >50% shares outstanding in spring 2024 and fall 2024 Multi-year engagement and responsive changes on executive compensation and governance programs During engagements, multiple stockholders indicated executive compensation program change

  6. Slide 6: Timeline of Responsiveness & Engagement

    Aug. 2024 Hired Paula Hansen, Pres. & CRO. Terms reflect Comp Committee commitments (included PSUs and 4-year RSU vesting) 5 Docusign acted quickly to understand and address investor concerns, which focused on decisions that occurred before the 2023 annual meeting as part of an executive team refres

  7. Slide 7: Balanced and Experienced Board

    6 Balanced and Experienced Board Maggie Wilderotter Chair of Board Allan Thygesen CEO & Director (non-indep.) James Beer Director Teresa Briggs Director Cain Hayes Director Blake J. Irving Director Anna Marrs Director Enrique T. Salem Director Peter Solvik Director Balance of directors’ skills, back

  8. Slide 8: Commitment to Engagement & Feedback

    Commitment to Engagement & Feedback We value year-round governance engagement with stockholders and continue to seek feedback on key topics 7 Key Topics Addressed with Stockholders: ● Company strategy, performance and IAM ● Executive compensation: ○ CEO compensation, including SVC awards ○ PSU progr

  9. Slide 9: FY25 executive compensation program aligned with pay-for-performance

    8 FY25 executive compensation program is aligned with pay-for-performance and is responsive to stockholder feedback Compensation Program Aligned with Performance Robust Compensation Practices ● Majority of CEO compensation tied to long-term performance ● At least 50/50 mix of PSU/RSU for executive t

  10. Slide 10: Compensation Program Designed to Attract, Retain & Motivate Top Talent

    Compensation Program Designed to Attract, Retain & Motivate Top Talent Compensation program is working as designed to recruit, reward and retain highly qualified leaders while creating long-term value for stockholders. Allan Thygesen CEO & Director Blake Grayson Chief Financial Officer Paula Hansen

  11. Slide 11: Executive Compensation: Performance Metrics

    10 Executive Compensation: Performance Metrics Cash Incentive Program1 Performance-Based Equity ESG Modifier Applied to Payout ● +/- 20% based on achievement of pre-set ESG objectives ● Based on environmental impact and workforce metrics TSR PSUs: ● Relative TSR vs. Nasdaq Composite index ● 3 year p

  12. Slide 12: Executive Compensation: FY25 Compensation Mix

    11 Executive Compensation: FY25 Compensation Mix CEO FY25 Compensation Mix Base salary 4.0% PSU 55.2% RSU 36.8% Semi-annual cash incentives 4.0% Other NEOs: FY25 Compensation Mix1 Base salary 6.6% PSU 43.7% RSU 43.7% Semi-annual cash incentives 6.0% (1) NEO Compensation Mix excludes Paula Hansen as

  13. Slide 13: Stockholder Value Creation (SVC) PSU Award

    Key Characteristics • Tied to ambitious and rigorous stock price hurdles • 90 calendar-day sustained average stock price performance requirement • Additional vesting requirements for any earned shares (50% on achievement and remaining 50% on 2-year achievement anniversary) SVC Award Payout to Date •

  14. Slide 14: Robust Governance Practices & Disclosure

    13 Robust Governance Practices & Disclosure Continue to strengthen our corporate governance practices and enhance disclosure based on stockholder feedback Existing Robust Governance Practices ● Independent Board Chair with robust authority selected by independent directors ● Single class of stock (n

  15. Slide 15: Docusign

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