2026 Annual Report and Proxy Statement

Annual Report

Guided by our core values

Think big, go far Build together

Embrace the power of differences Make it mafter

Be intellectually honest Own what you do

1633 Broadway, 38th Floor New York, New York 10019

To the Stockholders of MongoDB, Inc.:

On behalf of our board of directors, it is our pleasure to invite you to attend the 2026 annual meeting of stockholders of MongoDB, Inc., a Delaware corporation.

The meeting will be held virtually, via live webcast at https://www.virtualshareholdermeeting.com/MDB2026, originating from New York, New York, on Tuesday, June 30, 2026 at 10:00 a.m. Eastern Time. We believe hosting a virtual meeting enables expanded access for our stockholders, improved communication and cost savings, which in turn lead to increased stockholder attendance and participation from locations around the world. Stockholders attending the virtual meeting will be afforded the same rights and opportunities to participate as they would at an in-person meeting. We encourage you to attend online and participate. The record date for the meeting is May 1, 2026. Only stockholders of record at the close of business on that date may vote at the meeting or any adjournment thereof.

The meeting will be held for the following purposes:

1. To elect three Class III directors, Archana Agrawal, Hope Cochran and Dwight Merriman, each to serve until our annual meeting of stockholders in 2029;

2. To approve, on a non-binding advisory basis, the compensation of our named executive officers;

3. To ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending January 31, 2027;

4. To approve an amendment to our Amended and Restated Certificate of Incorporation to eliminate supermajority vote requirements; and

5. To conduct any other business properly brought before the meeting or any adjournments or postponements thereof.

These items of business are more fully described in the proxy materials accompanying this notice.

The Notice of Internet Availability of Proxy Materials is being mailed, and the attached proxy statement is being made available, to our stockholders beginning on or about May 19, 2026.

On behalf of the board of directors and the management team, thank you for your investment and interest in MongoDB, Inc.

By Order of the Board of Directors

May 19, 2026 Andrew Stephens

Chief Legal Officer and Secretary

You are cordially invited to attend the virtual annual meeting. Whether or not you expect to attend the meeting, you are urged to vote and submit your proxy by following the procedures described in the proxy card. Even if you have voted by proxy, you may still vote during the meeting. Please note, however, that if your shares are held of record by a broker, bank or other similar organization and you wish to vote during the meeting, you must follow the instructions from such organization.

[THIS PAGE INTENTIONALLY LEFT BLANK]

Questions and Answers 2

Board of Directors and Corporate Governance 8

Proposal 1 - Election of Directors 23

Information Regarding Director Nominees and Current Directors 24

Director Compensation 28

Proposal 2 - Approval, on a Non-binding Advisory Basis, of the Compensation of Our Named Executive Officers 31

Executive Officers 32

Executive Compensation 33

• Compensation Discussion and Analysis 33

• Compensation Committee Report 57

• Executive Compensation Tables 58

CEO Pay Ratio 65

Pay Versus Performance 66

Equity Compensation Plan Information 72

Proposal 3 - Ratification of Selection of Independent Registered Public Accounting Firm 73

Proposal 4 - Approval of an Amendment to our Amended and Restated Certificate of Incorporation to Eliminate Supermajority Vote Requirements 75

Audit Committee Report 77

Security Ownership of Certain Beneficial Owners and Management 78

Delinquent Section 16(a) Reports 80

Other Matters 81

Annex A: Certificate of Amendment of the Amended and Restated Certificate of Incorporation of MongoDB, Inc. 82

[THIS PAGE INTENTIONALLY LEFT BLANK]

1633 Broadway, 38th Floor New York, New York 10019

Our board of directors is soliciting your proxy to vote at the 2026 annual meeting of stockholders of MongoDB, Inc., a Delaware corporation, to be held virtually, via live webcast at https://www.virtualshareholdermeeting.com/MDB2026, originating from New York, New York, on Tuesday, June 30, 2026, at 10:00 a.m. Eastern Time, and any adjournment or postponement thereof. We believe that hosting a virtual meeting enables participation by more of our stockholders, while lowering the cost of conducting the meeting. Stockholders attending the virtual meeting will be afforded the same rights and opportunities to participate as they would at an in-person meeting.

For the meeting, we have elected to furnish our proxy materials, including this proxy statement and our Annual Report on Form 10-K for the fiscal year ended January 31, 2026 (the "Annual Report"), to our stockholders primarily via the internet. On or about May 19, 2026, we intend to mail to our stockholders a Notice of Internet Availability of Proxy Materials (the "Notice") that contains notice of the meeting and instructions on how to access our proxy materials on the internet, how to vote at the meeting and how to request printed copies of the proxy materials. Stockholders may request to receive all future materials in printed form by mail or electronically by e-mail by following the instructions contained in the Notice. A stockholder's election to receive proxy materials by mail or email will remain in effect until revoked. We encourage stockholders to take advantage of the availability of proxy materials on the internet to help reduce the environmental impact and cost of our annual meeting.

Only stockholders of record at the close of business on May 1, 2026, will be entitled to vote at the meeting. On this record date, there were 80,499,934 shares of common stock outstanding and entitled to vote (the "common stock"). Each holder of common stock will have the right to one vote per share of common stock. A list of stockholders entitled to vote at the meeting will be available for examination during normal business hours by any stockholder for any purpose germane to the meeting for ten days before the meeting at our address above. For instructions on how to attend the virtual annual meeting, please see page 2 of this proxy statement.

In this proxy statement, we refer to MongoDB, Inc. as "MongoDB," "we" or "us" and the board of directors of MongoDB as "our board of directors." The Annual Report, which contains consolidated financial statements as of and for the fiscal year ended January 31, 2026, accompanies this proxy statement. You also may obtain a copy of the Annual Report without charge by writing to our Secretary at 499 Hamilton Ave, Palo Alto, CA 94301, Attention: Secretary.

Pursuant to rules adopted by the Securities and Exchange Commission ("SEC"), we have elected to provide access to our proxy materials over the internet. Accordingly, we have sent you the Notice because our board of directors is soliciting your proxy to vote at the 2026 annual meeting of stockholders, including at any adjournments or postponements thereof. All stockholders will have the ability to access the proxy materials on the website referred to in the Notice or to request a printed set of the proxy materials. Instructions on how to access the proxy materials over the internet or to request a printed copy may be found in the Notice. We intend to mail the Notice on or about May 19, 2026 to all stockholders of record entitled to vote at the annual meeting.

We will be hosting the meeting via live webcast only. Any stockholder can attend the virtual annual meeting live online at https://www.virtualshareholdermeeting.com/MDB2026. The meeting will start at 10:00 a.m. Eastern Time on June 30, 2026. Stockholders attending the virtual meeting will be afforded the same rights and opportunities to participate as they would at an in-person meeting.

In order to participate in the meeting, you will need the control number, which is included in the Notice or on your proxy card if you are a stockholder of record of shares of common stock, or included with your voting instruction card and voting instructions received from your broker, bank or other similar organization if you hold your shares of common stock in "street name." Instructions on how to attend and participate online are available at https://www.virtualshareholdermeeting.com/ MDB2026. We recommend that you log in a few minutes before 10:00 a.m. Eastern time on June 30, 2026 to ensure you are logged in when the meeting starts. The webcast will open 15 minutes before the start of the meeting.

Only stockholders of record as of the record date for the annual meeting and their proxy holders may submit questions or comments. You will be able to submit your question or comment during the meeting by logging in to https://www.virtualshareholdermeeting.com/MDB2026 using your control number and typing your question in the designated box in the annual meeting portal.

To help ensure that we have a productive and efficient meeting, and in fairness to all stockholders in attendance, you will also find posted our rules of conduct for the meeting when you login prior to its start. These rules of conduct will include the following guidelines:

• Only stockholders of record as of the record date for the meeting and their proxy holders may submit questions or comments.

• Questions and comments may be submitted electronically through the annual meeting portal during the meeting.

• Questions must be directed to Chirantan J. Desai, our President and Chief Executive Officer.

• Include your name and affiliation, if any, when submitting a question or comment.

• Limit your remarks to one brief question or comment that is relevant to the meeting and/or our business.

• Questions may be grouped by topic by our management.

• Questions may also be ruled as out of order if they are, among other things, irrelevant to our business, related to pending or threatened litigation, disorderly, repetitious of statements already made, related to material nonpublic information about the Company or in furtherance of the speaker's own personal, political or business interests.

• Depending on the number of questions submitted and the time allotted, we may not be able to answer all questions during the Annual Meeting.

• Recording the Annual Meeting is prohibited and all recordings are deemed property of MongoDB.

• If we encounter any technical difficulties and we are unable to proceed with the meeting, MongoDB may adjourn, recess or expedite the meeting, or take such other actions that MongoDB determines are appropriate in light of the circumstances.

• Be respectful of your fellow stockholders and meeting participants.

  What if I have technical difficulties or trouble accessing the virtual meeting?

  We will have technicians ready to assist you with any technical difficulties you may have accessing the virtual meeting. If you encounter any difficulties accessing the virtual meeting during the check-in or meeting time, please call the technical support number that will be posted at www.virtualshareholdermeeting.com/MDB2026 or at www.proxyvote.com. Technical support will be available starting at 9:45 a.m. Eastern Time on June 30, 2026.

  Who can vote at the meeting?

  Only stockholders of record at the close of business on the record date, May 1, 2026, will be entitled to vote at the meeting. On this record date, there were 80,499,934 shares of common stock outstanding and entitled to vote.

  Stockholder of Record: Shares Registered in Your Name

  If, on May 1, 2026, your shares were registered directly in your name with our transfer agent, Equiniti Trust Company, LLC, then you are a stockholder of record. As a stockholder of record, you may vote online during the meeting or vote by proxy. Whether or not you plan to attend the meeting, we urge you to vote by proxy to ensure your vote is counted.

  Beneficial Owner: Shares Registered in the Name of a Broker or Bank

  If, on May 1, 2026, your shares were held, not in your name, but rather in an account at a brokerage firm, bank, dealer or other similar organization, then you are the beneficial owner of shares held in "street name" and the Notice is being forwarded to you by that organization. The organization holding your account is considered to be the stockholder of record for purposes of voting at the meeting. As a beneficial owner, you have the right to direct your broker or other similar organization regarding how to vote the shares in your account. You are also invited to attend the virtual annual meeting. Since you are not the stockholder of record, you may vote your shares online during the meeting only by following the instructions from your broker, bank or other similar organization.

  What am I voting on?

  There are four matters scheduled for a vote:

• Proposal 1: Election of three Class III directors, each to serve until our annual meeting of stockholders in 2029;

• Proposal 2: Approval, on a non-binding advisory basis, of the compensation of our named executive officers;

• Proposal 3: Ratification of the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending January 31, 2027; and

• Proposal 4: Approval of an amendment to our Amended and Restated Certificate of Incorporation to eliminate supermajority vote requirements.

  What if another matter is properly brought before the meeting?

  Our board of directors knows of no other matters that will be presented for consideration at the meeting. If any other matters are properly brought before the meeting, it is the intention of the persons named in the accompanying proxy to vote on those matters in accordance with their best judgment.

  How do I vote?

  Stockholder of Record: Shares Registered in Your Name

  If you are a stockholder of record, you may vote (a) online during the meeting, or (b) in advance of the meeting by

  proxy through the internet, over the telephone, or by using a proxy card that you may request. Whether or not you plan to attend the meeting, we urge you to vote in advance of the meeting by proxy to ensure your vote is counted. Even if you have submitted a proxy before the meeting, you may still attend online and vote during the meeting. In such case, your previously submitted proxy will be disregarded.

• To vote online during the meeting, follow the provided instructions to join the meeting at https://www.virtualshareholdermeeting.com/MDB2026, starting at 10:00 a.m. Eastern Time on June 30, 2026. The webcast will open 15 minutes before the start of the meeting.

• To vote online before the meeting, go to https://www.proxyvote.com. You will be asked to provide the company number and control number from the Notice or the printed proxy card. Your internet vote must be received by 11:59 p.m., Eastern Time on June 29, 2026 to be counted.

• To vote by telephone before the meeting, call 1-800-690-6903. You will be asked to provide the company number and control number from the Notice or the printed proxy card. Your telephone vote must be received by 11:59 p.m., Eastern Time on June 29, 2026 to be counted.

• To vote by mail before the meeting, simply complete, sign and date the proxy card that you may request and return it promptly in the envelope provided. If you return your signed proxy card to us before the annual meeting, we will vote your shares as you direct.

  Beneficial Owner: Shares Registered in the Name of Broker or Bank

  If you are a beneficial owner of shares registered in the name of your broker, bank or other similar organization, you should receive voting instructions from that organization rather than from us. Simply follow the voting instructions to ensure that your vote is counted. To vote online during the meeting, you must follow the instructions from your broker, bank or other similar organization.

  Internet voting is provided to allow you to vote your shares online, with procedures designed to ensure the authenticity and correctness of your voting instructions. Please be aware that you must bear any costs associated with your internet access. Can I revoke my vote after submitting my proxy?

  Yes. If you are a record holder of shares, you may revoke, subject to the voting deadlines above, your proxy using one of the following ways:

• You may submit another properly completed proxy card with a later date.

• You may grant a subsequent proxy by telephone or through the internet.

• You may send a timely written notice that you are revoking your proxy to our Secretary at 499 Hamilton Ave, Palo Alto, CA 94301, Attention: Secretary.

• You may attend and vote online during the meeting. Simply attending the meeting will not, by itself, revoke your proxy.

  If your shares are held by your broker, bank or other similar organization, you should follow the instructions provided by such party.

  What happens if I do not vote?

  Stockholder of Record: Shares Registered in Your Name

  If you are a stockholder of record and do not vote online during the meeting, or in advance of the meeting through the internet, by telephone or by completing your proxy card, your shares will not be voted.

  Beneficial Owner: Shares Registered in the Name of Broker or Bank

  If you are a beneficial owner and do not instruct your broker, bank or other similar organization how to vote your

  shares, the question of whether your broker or nominee will still be able to vote your shares depends on whether, pursuant to stock exchange rules, the particular proposal is deemed to be a "routine" matter. Brokers and nominees can use their discretion to vote "uninstructed" shares with respect to matters that are considered to be "routine," but not with respect to "non-routine" matters. "Non-routine" matters are matters that may substantially affect the rights or privileges of stockholders, such as mergers, stockholder proposals, elections of directors (even if not contested), executive compensation and certain corporate governance proposals, even if management-supported. Accordingly, your broker or nominee may not vote your shares on any proposal other than Proposal 3 without your instructions. Your broker or nominee may only vote your shares on Proposal 3 (Ratification of Auditors) in the absence of your instruction.

  Please instruct your bank, broker or other similar organization to ensure that your vote will be counted.

  What are "broker non-votes"?

  As discussed above, when a beneficial owner of shares held in "street name" does not give instructions to the broker or nominee holding the shares as to how to vote on matters deemed under stock exchange rules to be "non-routine," the broker or nominee cannot vote the shares. These unvoted shares are counted as "broker non-votes."

  What if I return a proxy card or otherwise vote but do not make specific choices?

  If you return a signed and dated proxy card but do not make specific choices, your shares will be voted in accordance with the recommendations of our board of directors as follows:

• FOR the election of each of the nominees for Class III director;
• FOR the approval, on a non-binding advisory basis, of the compensation of our named executive officers, as disclosed in this proxy statement;
• FOR the ratification of the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending January 31, 2027; and
• FOR the approval of an amendment to our Amended and Restated Certificate of Incorporation to eliminate supermajority vote requirements.

  If any other matter is properly presented at the meeting, your proxyholder (one of the individuals named on your proxy card) will vote your shares using his or her best judgment.

  How many votes do I have?

  Each holder of common stock will have the right to one vote per share of common stock. Cumulative voting is not permitted with respect to the election of directors.

  How many votes are needed to approve each proposal?
• Proposal 1 - Election of Directors: Each director is elected by a plurality of the votes of the holders of shares of common stock present at the meeting (by virtual attendance) or represented by proxy and entitled to vote generally on the election of directors. The three nominees for Class III directors that receive the highest number of FOR votes will be elected.
• Proposal 2 - Advisory Vote on the Compensation of our Named Executive Officers: This proposal, commonly referred to as the "say-on-pay" vote, must receive the affirmative vote of the holders of a majority in voting power of the shares of our common stock present at the meeting (by virtual attendance) or represented by proxy and entitled to vote on the proposal. Since this proposal is an advisory vote, the result will not be binding on our board of directors. However, our board of directors values our stockholders' opinions, and our board of directors and the compensation committee will take into account the outcome of the advisory vote when considering future executive compensation decisions.
• Proposal 3 - Ratification of Auditors: The ratification of the selection of our independent registered public accounting firm must receive the affirmative vote of the holders of a majority in voting power of the shares of our common stock present at the meeting (by virtual attendance) or represented by proxy and entitled to vote on

  the proposal.

• Proposal 4 - Approval of Charter: The approval of an amendment to our Amended and Restated Certificate of Incorporation to eliminate supermajority vote requirements must receive the affirmative vote of the holders of a majority of the outstanding shares of our common stock entitled to vote on the proposal. How are broker non-votes, abstentions and votes withheld treated?

  Broker non-votes will be considered present and entitled to vote at the meeting and will be counted in determining whether or not a quorum is present. Please instruct your broker so your vote can be counted. With respect to Proposals 1 and 2, broker non-votes will have no effect. With respect to Proposal 4, broker non-votes will have the same effect as voting AGAINST the proposal.

  Abstentions will be counted in determining whether or not a quorum is present. With respect to Proposal 1, withhold votes will have no effect. With respect to Proposals 2, 3 and 4, abstentions will have the same effect as voting AGAINST the proposal.

  Who counts the votes?

  We have engaged Broadridge Financial Solutions ("Broadridge") as our independent agent to tabulate stockholder votes. If you are a stockholder of record, and you choose to vote over the internet (either prior to or during the meeting) or by telephone, Broadridge will access and tabulate your vote electronically, and if you choose to sign and mail your proxy card, your executed proxy card is returned directly to Broadridge for tabulation. As noted above, if you hold your shares through a broker, your broker (or its agent for tabulating votes of shares held in street name, as applicable) returns one proxy card to Broadridge on behalf of all its clients.

  Who is paying for this proxy solicitation?

  We will pay for the cost of soliciting proxies. In addition to these proxy materials, our directors and employees may also solicit proxies in person, by telephone or by other means of communication. Directors and employees will not be paid additional compensation for soliciting proxies. We may reimburse brokers, banks and other organizations for the cost of forwarding proxy materials to beneficial owners. We engaged Alliance Advisors to assist us with our stockholder engagement process, and we expect to pay them an estimated fee of $29,800, plus reasonable out-of-pocket expenses if they assist us in soliciting proxies. We may also reimburse brokerage firms, banks and other agents for the cost of forwarding proxy materials to beneficial owners.

  What does it mean if I receive more than one Notice?

  If you receive more than one Notice, your shares may be registered in more than one name or in different accounts.

  Please follow the instructions on the Notices to ensure that all your shares are voted.

  When are stockholder proposals and director nominations due for next year's annual meeting?

  To be considered for inclusion in next year's proxy materials, your proposal or nomination must (i) satisfy conditions set forth in SEC regulations under Rule 14a-8 regarding the inclusion of stockholder proposals in company-sponsored proxy materials and (ii) be submitted in writing by January 19, 2027, to our Secretary at 499 Hamilton Ave, Palo Alto, CA 94301, Attention: Secretary; provided that, if the date of next year's meeting is earlier than May 31, 2027, or later than July 30, 2027, the deadline will be a reasonable time before we begin to print and send our proxy materials for next year's meeting. If you wish to nominate a director or submit a proposal that you do not desire to be included in next year's proxy materials, in accordance with our amended and restated bylaws, you must do so between March 2, 2027 and April 1, 2027; provided that if the date of that annual meeting of stockholders is earlier than May 31, 2027 or later than July 30, 2027, you must give the required notice not earlier than the 120th day prior to the meeting date and not later than the 90th day prior to the meeting date or, if later, the 10th day following the day on which public disclosure of that meeting date is first made.

  A stockholder or group of stockholders that has owned at least three percent of the Company's common stock continuously for at least three years and satisfies certain eligibility, procedural and disclosure requirements set forth in the Company's amended and restated bylaws, may nominate and include in our proxy materials for the annual meeting certain director candidates, which must be submitted no earlier than December 20, 2026 and no later than January 19, 2027.

  We advise you to review our amended and restated bylaws, which contain additional requirements.

  What is the quorum requirement?

  A quorum of stockholders is necessary to hold a valid meeting. A quorum will be present if stockholders holding a majority of the voting power of the outstanding shares of common stock entitled to vote at the meeting are present at the meeting (by virtual attendance) or represented by proxy.

  Instructions to "withhold" authority to vote in the election of directors, abstentions and broker non-votes will be counted as present for determining whether the quorum requirement has been met. If there is no quorum, the meeting may be adjourned, either by the chairperson of the meeting or by the vote of the holders of a majority of the voting power of the shares represented thereat.

  How can I find out the results of the voting at the annual meeting?

  We expect that preliminary voting results will be announced during the meeting. In addition, final voting results will be published in a current report on Form 8-K that we expect to file within four business days after the meeting.

  What does it mean if multiple members of my household are stockholders but we only received one Notice or full set of proxy materials in the mail?

  The SEC has adopted rules that permit companies and intermediaries, such as brokers, to satisfy the delivery requirements for notices and proxy materials with respect to two or more stockholders sharing the same address by delivering a single Notice or set of proxy materials addressed to those stockholders. In accordance with a prior notice sent to certain brokers, banks, dealers or other agents, we are sending only one Notice or full set of proxy materials to those addresses with multiple stockholders, unless we received contrary instructions from any stockholder at that address. This practice, known as "householding," allows us to satisfy the requirements for delivering Notices or proxy materials with respect to two or more stockholders sharing the same address by delivering a single copy of these documents. Householding helps to reduce our printing and postage costs, reduces the amount of mail you receive and helps to preserve the environment. If you currently receive multiple copies of the Notice or proxy materials at your address and would like to request "householding" of your communications, please contact your broker. Once you have elected "householding" of your communications, "householding" will continue until you are notified otherwise or until you revoke your consent.

  BOARD OF DIRECTORS AND CORPORATE GOVERNANCE

  Our business affairs are managed under the direction of our board of directors. Our board of directors is responsible for advancing the interests of our stockholders by providing advice and oversight of the strategic and operational direction of MongoDB, overseeing the governance of MongoDB and reviewing our business initiatives and budget matters. To do this effectively, we have established clear and specific Corporate Governance Guidelines for our board of directors that, along with committee charters and our Code of Business Conduct and Ethics, provide the framework for the governance of MongoDB.

  Corporate Governance Highlights

  We believe that good corporate governance promotes the long-term interests of our stockholders, strengthens board and management accountability and leads to better business performance. To achieve these benefits, we maintain the following strong corporate governance practices:

• 100% independent board committee members;

• eight out of ten current directors are independent under the applicable rules and regulations of the SEC and the listing requirements and rules of the Nasdaq;

• separate Chairperson and Chief Executive Officer;

• board risk oversight;

• stock ownership guidelines for our executive officers and non-employee directors;

• clawback policies;

• annual board and committee evaluations;

• code of business conduct and ethics for our board of directors, officers and employees;

• insider trading policy containing hedging and pledging prohibitions, except for case-by-case exceptions for employees who are not officers or directors, as approved by our board of directors;

• annual say-on-pay vote;

• "proxy access" rights to allow stockholders meeting certain ownership requirements to nominate and include in the Company's proxy statement the greater of two director candidates or 20% of the total board of directors;

• single class of stock with equal voting rights;

• no poison pill adopted;

• no excessive tax gross ups and limited executive perquisites; and

• during our fiscal year 2026, our board of directors attended greater than 75% of meetings of the board of directors and committees of which he or she was a member.

  Director Independence

  Our common stock is listed on the Nasdaq Global Market (the "Nasdaq"). Under the listing requirements and rules of the Nasdaq, independent directors must comprise a majority of our board of directors.

  Our board of directors has undertaken a review of its composition, the composition of its committees and the independence of each director. Our board of directors has determined that Mses. Agrawal, Cochran and Lewnes, and Messrs. Botha, D'Souza, Hazard, Killalea and Merriman do not have any relationships that would interfere with the exercise of independent judgment in carrying out the responsibilities of a director and that each of these directors is "independent" as that term is defined under the applicable rules and regulations of the SEC and the listing requirements and rules of the Nasdaq.

  Our board has also determined that Messrs. Desai and Ittycheria are not independent due to their current and former positions as executive officers of MongoDB, respectively.

  Accordingly, a majority of our directors are independent, as required under applicable Nasdaq rules. In making this determination, our board of directors considered the applicable Nasdaq rules and the current and prior relationships that each non-employee director has with our company and all other facts and circumstances our board of directors deemed relevant in determining their independence, including their beneficial ownership of our common stock.

  Board Leadership

  According to our Corporate Governance Guidelines, it is expected that the roles of Chairperson and Chief Executive Officer are separate and will not be occupied by the same person. Mr. Killalea currently serves as Chairperson of our board of directors. The Chairperson of our board of directors has the following responsibilities:

• work with the President and Chief Executive Officer to develop and approve an appropriate meeting schedule for our board of directors;

• work with the President and Chief Executive Officer to develop and approve meeting agendas for our board of directors;

• provide the President and Chief Executive Officer feedback on the quality, quantity and timeliness of the information provided to our board of directors;

• develop the agenda and moderate executive sessions of the independent members of our board of directors;

• preside over meetings of our board of directors when the President and Chief Executive Officer is not present or when our board of directors' or President and Chief Executive Officer's performance is discussed;

• act as principal liaison between the independent members of our board of directors and the President and Chief Executive Officer;

• convene meetings of the independent directors as appropriate;

• be available for consultation and direct communication with stockholders as deemed appropriate; and

• perform other duties as our board of directors may determine from time to time.

Our board of directors believes that the current board leadership structure, coupled with a strong emphasis on board independence, provides effective independent oversight of management and also allows the board of directors, led by Mr. Killalea, to partner with Mr. Desai during his transition into the President and Chief Executive Officer role. Non-employee directors and management sometimes have different perspectives and roles in strategy development. Our non-employee directors bring experience, oversight and expertise from outside of our company, while Mr. Desai brings innovative industry-specific experience and expertise gained from his executive roles.

The board of directors also believes its approach to risk oversight, as more fully discussed below in "Risk Oversight," helps ensure that the board of directors is able to effectively perform its risk oversight responsibilities under various leadership structures.

To further promote strong board leadership and corporate governance, we conduct annual self-evaluations of our board of directors and committees, which are overseen by our nominating and corporate governance committee. Our nominating and corporate governance committee also oversees a self-assessment of each individual director whose term of office ends in any given year prior to nominating such director for re-election.

Board of Directors Risk Oversight

Our board of directors is responsible for, and committed to, the oversight of our long-term strategic plan and significant enterprise-wide risks. In carrying out this responsibility, our board of directors applies an enterprise-wide approach to risk management. This approach is designed to support organizational objectives, such as short- and long-term strategic objectives and enhancement of stockholder value. A fundamental part of risk management is not only understanding the most significant risks a company faces and what steps management is taking to manage those risks, but also understanding what level of risk is appropriate for a given company. The involvement of our full board of directors in

reviewing our business is an integral aspect of its assessment of management's tolerance for risk and also its determination of what constitutes an appropriate level of risk.

In connection with its reviews of the operations of our business, our board of directors addresses the primary risks associated with our business including, for example, strategic planning, liquidity risk, organizational risk and operational risk. Our board of directors appreciates the evolving nature of our business and industry and is actively involved with monitoring new threats and risks as they emerge.

Committee Risk Oversight

Our board of directors does not have a standing risk management committee, but rather administers this oversight function directly through our board of directors as a whole, as well as through various standing committees of our board of directors that address risks inherent in their respective areas of oversight.

Our board of directors may establish other standing committees to facilitate the management of our business. For example, in May 2024, following our nominating and corporate governance committee's recommendation, our board of directors established a standing security committee dedicated to the oversight of cyber security and physical security.

Our board of directors regularly reviews information regarding our operational, financial, legal, data security and strategic risks. Additionally, senior risk management personnel attend quarterly meetings of our board of directors, provide presentations on operations including significant risks, and are available to address any questions or concerns raised by our board of directors.

In particular, our audit committee has the responsibility to consider and discuss our major financial risk exposures and the steps our management has taken to monitor and mitigate these exposures, including guidelines and policies to govern the process by which risk assessment and management is undertaken. Our audit committee also monitors compliance with legal and regulatory requirements. Our audit committee further oversees initiatives related to our Enterprise Risk Management program. In addition, among other matters, management provides our audit committee periodic reports on our compliance programs and investment policy and practices.

Our security committee is responsible for ensuring that management has processes in place designed to identify and assess both cybersecurity and physical security risks to which we are exposed and to implement processes and programs designed to manage security risks, including mitigation and remediation of security threats and incidents. The security committee also oversees and assesses adequacy of our business continuity systems in protecting us against physical security or cybersecurity threats, as well as the development and monitoring of the integrity of our information systems and controls to ensure compliance with applicable laws and regulations.

Our compensation committee assesses and monitors whether any of our compensation policies and programs has the potential to encourage excessive risk-taking. The compensation committee also oversees risks relating to the recruiting and retention of our executive officers and our broader compensation philosophy.

Our nominating and corporate governance committee monitors the effectiveness of our Corporate Governance Guidelines, including whether they are successful in preventing illegal or improper liability-creating conduct. The nominating and corporate governance committee also assists the board of directors in monitoring our governance and board of directors' succession risks.

At periodic meetings of our board of directors and its committees, management reports to and seeks guidance from our board and its committees with respect to the most significant risks that could affect our business, such as competition risks, legal risks, information security and privacy risks, and financial, tax and audit related risks.

Cybersecurity Risk Oversight

The board of directors and security committee appreciate the rapidly evolving nature of threats presented by cybersecurity incidents and are committed to the prevention, timely detection and mitigation of the effects of such incidents on MongoDB. Accordingly, the security committee receives regular updates on cybersecurity and physical security threats to our business and mitigation processes.

On a quarterly basis, the security committee meets with senior management to perform more in-depth reviews of our cybersecurity programs, as well as relevant cybersecurity risks and mitigation strategies. Ahead of each such quarterly meeting, senior management and our information security team prepare and provide cybersecurity reports that cover, among other topics, developments in cybersecurity and updates to the Company's cybersecurity programs and mitigation strategies, legislative developments affecting our information security program, and notable security incidents and investigations. The security committee subsequently reports material cybersecurity matters to our full board of directors. In addition, our management follows a risk-based escalation process to notify the security committee outside of the regular reporting cycle when they identify an emerging cybersecurity risk.

To date, we have not experienced a cybersecurity event that had a material impact on our financial performance or operations.

Enterprise Risk Management Program Oversight

The scope of our Enterprise Risk Management ("ERM") program includes the assessment and management of a broad range of our compliance, strategic, operational and financial risks. Throughout the year, members of a cross-functional team within the company conduct risk data collection, surveys, and interviews of company experts, leaders, and specialists. Together with the internal audit team, identified risks are then analyzed, categorized by topic (compliance, strategic, operational, reputational or financial) and timeframe (existing or emerging) and reported to management. For certain key risks, management action plans, whether current or planned, to mitigate identified risks are evaluated and updated as necessary. Quarterly, management presents and discusses the key risks identified in the ERM process with the audit committee, soliciting input from our directors on the steps taken to mitigate risks and plans for additional mitigation in the quarter ahead.

Our board of directors meets periodically during the year to review significant developments affecting us and to act on matters requiring the approval of our board of directors. Our board of directors met seven times during our last fiscal year, and each of our current directors attended greater than 75% of the aggregate number of meetings of the board of directors and of the committees on which he or she served, held during the portion of the last fiscal year for which he or she was a director or committee member. We encourage our directors and nominees for director to attend our annual meeting of stockholders. Seven of our nine then-current directors attended our 2025 annual meeting of stockholders.

Our board of directors has established an audit committee, a compensation committee, a security committee and a nominating and corporate governance committee. Our board of directors may establish other committees to facilitate the management of our business. Copies of the charters of each committee are available in the "Corporate Governance" section of our investor relations website at investors.mongodb.com.

• Member

  Audit Committee

  Our audit committee consists of Ms. Cochran and Messrs. Botha and Hazard. The chair of our audit committee is Ms. Cochran. Our board of directors has determined that Ms. Cochran and Messrs. Botha and Hazard are independent under Nasdaq listing standards and Rule 10A-3(b)(1) of the Exchange Act. Our board of directors has determined that each of Ms. Cochran and Messrs. Botha and Hazard is an "audit committee financial expert" within the meaning of SEC regulations. Our board of directors has also determined that each member of our audit committee can read and understand fundamental financial statements in accordance with applicable requirements. In arriving at these determinations, the board of directors has examined each audit committee member's scope of experience and the nature of their employment in the corporate finance sector. The audit committee meets at least quarterly and with greater frequency as necessary. The audit committee may also act by unanimous written consent in lieu of a formal meeting from time to time. The agenda for each meeting is usually developed by the chairperson of the audit committee, in consultation with management.

  The primary purpose of the audit committee is to discharge the responsibilities of our board of directors with respect to our accounting, financial and other reporting and internal control practices and to oversee our independent registered accounting firm. Specific responsibilities of our audit committee include:

  • helping our board of directors oversee our corporate accounting and financial reporting processes, systems of internal control and financial statement audits;

  • managing the selection, engagement terms, fees, qualifications, independence and performance of a qualified firm to serve as the independent registered public accounting firm to audit our financial statements;

  • overseeing the organization and performance of our internal audit function;

  • discussing the scope and results of the audit with the independent registered public accounting firm, and reviewing, with management and the independent accountants, our interim and year-end operating results;

  • developing procedures for employees to submit concerns anonymously about questionable accounting or audit matters;

  • reviewing our policies on risk assessment and risk management;

  • reviewing related party transactions;

  • overseeing and reviewing relevant elements of our enterprise risk management program;

  • coordinating with other committees of the board of directors to oversee environmental, social and governance ("ESG") matters, including required reports or disclosures related to ESG matters;

  • obtaining and reviewing a report by the independent registered public accounting firm, at least annually, that describes its internal quality-control procedures, any material issues with such procedures, and any steps taken to deal with such issues when required by applicable law; and

  • approving (or, as permitted, pre-approving) all audit and all permissible non-audit services, other than de minimis non-audit services, to be performed by the independent registered public accounting firm.

    Compensation Committee

    Our compensation committee consists of Mses. Agrawal and Lewnes and Messrs. D'Souza and Killalea. The chair of our compensation committee is Mr. D'Souza.

    Our board of directors has determined that Mses. Agrawal and Lewnes and Messrs. D'Souza and Killalea are independent under Nasdaq listing standards and are "non-employee directors" as defined in Rule 16b-3 promulgated under the Exchange Act.

    The primary purpose of the compensation committee is to discharge the responsibilities of our board of directors to oversee our compensation policies, plans and programs and to review and determine the compensation to be paid to our executive officers, directors and other senior management, as appropriate. Specific responsibilities of the compensation committee include:

  • reviewing and approving corporate performance goals and objectives for our Chief Executive Officer and other executive officers, taking into account the policies of the compensation committee;

  • reviewing our practices and policies of employee compensation as they relate to risk management and risk-taking incentives, to determine if such compensation policies and practices are reasonably likely to have a material adverse effect on us;

  • reviewing and discussing with management our compensation disclosures in the section titled "Compensation Discussion and Analysis" of this proxy statement;

  • reviewing and approving or recommending that our board of directors approve, the compensatory arrangements of our executive officers and other senior management;

  • reviewing and recommending to our board of directors the compensation of our directors;

  • reviewing the implementation and effectiveness of our human capital strategies, initiatives and programs relating to our culture, talent, recruitment, retention and employee engagement;

  • coordinating with other committees of the board of directors to oversee ESG matters, including required reports or disclosures related to ESG matters;

  • adopting, amending, terminating and administering incentive compensation and stock and equity incentive plans and other benefit programs; and

  • reviewing and establishing general policies relating to compensation and benefits of our employees and reviewing our overall compensation philosophy.

    Under its charter, the compensation committee may form, and delegate authority to, subcommittees as appropriate.

    Compensation Committee Processes and Procedures

    The compensation committee meets at least quarterly and with greater frequency as necessary. The compensation committee may also act by unanimous written consent in lieu of a formal meeting from time to time. The agenda for each meeting is usually developed by the chairperson of the compensation committee, in consultation with management. The compensation committee may also meet in executive session on an ad hoc basis. From time to time, various members of management and other employees as well as outside advisors or consultants may be invited by the compensation committee to make presentations, to provide financial or other background information or advice, or to otherwise participate in compensation committee meetings. Our President and Chief Executive Officer may not participate in, or be present during, any deliberations or determinations of the compensation committee regarding his compensation.

    The charter of the compensation committee grants the compensation committee full access to all books, records, facilities and personnel of MongoDB. In addition, under the charter, the compensation committee has the authority to obtain, at the expense of MongoDB, advice and assistance from compensation consultants and internal and external legal, accounting or other advisors and other external resources that the compensation committee considers necessary or appropriate in the performance of its duties. The compensation committee has direct responsibility for the oversight of the work of any consultants or advisers engaged for the purpose of advising the compensation committee. In particular, the compensation committee has the sole authority to retain, in its sole discretion, compensation consultants to assist in its evaluation of executive and director compensation, including the authority to approve the consultant's reasonable fees and other retention terms. Under the charter, the compensation committee may select, or receive advice from, a compensation consultant, legal counsel or other adviser to the compensation committee, other than in-house legal counsel and certain other types of advisers, only after taking into consideration certain factors prescribed by the SEC and the Nasdaq, that bear upon the adviser's independence; however, there is no requirement that any adviser be independent.

    Historically, the compensation committee has determined most bonus awards and established performance metrics at one or more meetings held during the first quarter of the year and has made adjustments to annual equity and non-equity compensation periodically, as events warrant. The compensation committee also considers matters related to individual compensation, such as compensation for new executive hires, as well as high-level strategic issues, such as the efficacy of our compensation strategy, potential modifications to that strategy and new trends, plans or approaches to compensation, periodically throughout the year.

    Compensation Committee Interlocks and Insider Participation

    None of Mses. Agrawal or Lewnes or Messrs. D'Souza or Killalea, the members of the compensation committee, is currently one of our officers or employees or has at any time been one of our officers or employees or has had any relationship requiring disclosure under Item 404 of Regulations S-K. None of our executive officers currently serve, or have served during the last year, as a member of the board of directors or compensation committee of any entity that has one or more executive officers serving as a member of our board of directors or compensation committee.

    Nominating and Corporate Governance Committee

    Our nominating and corporate governance committee consists of Messrs. D'Souza, Hazard and Killalea. The chair of our nominating and corporate governance committee is Mr. Hazard. Each member of the nominating and corporate governance committee is independent, is a non-employee director and is free from any relationship that would interfere with the exercise of his independent judgment, as determined by the board of directors in accordance with the applicable Nasdaq listing standards. The nominating and corporate governance committee meets at least quarterly and with greater frequency as necessary. The nominating and corporate governance committee may also act by unanimous written consent in lieu of a

    formal meeting from time to time. The agenda for each meeting is usually developed by the chairperson of the nominating and corporate governance committee, in consultation with management.

    Specific responsibilities of our nominating and corporate governance committee include:

  • identifying and evaluating candidates, including the nomination of incumbent directors for reelection and nominees recommended by stockholders, to serve on our board of directors;

  • annually reviewing the performance of our board of directors, including committees of the board of directors;

  • considering and making recommendations to our board of directors regarding the composition of our board of directors and its committees;

  • coordinating with other committees of the board of directors to oversee ESG matters, including required reports or disclosures related to ESG matters;

  • instituting plans or programs for the continuing education of directors and orientation of new directors; and

  • developing, reviewing and making recommendations to our board of directors regarding our Corporate Governance Guidelines and related corporate governance matters.

    Our nominating and corporate governance committee believes that candidates for director should have certain minimum qualifications, including the highest personal integrity and ethics and the ability to read and understand basic financial statements. Our nominating and corporate governance committee also intends to consider such factors as possessing relevant expertise upon which to be able to offer advice and guidance to management, having sufficient time to devote to the affairs of the company, demonstrating excellence in his or her field, having the ability to exercise sound business judgment and having the commitment to rigorously represent the long-term interests of our stockholders. These minimum qualifications may be modified from time to time. The committee typically considers potential conflicts of interest, director independence, background, age, skills and such other factors as it deems appropriate, given the current needs of our board of directors and the company, to maintain a balance of knowledge, experience and capability.

    In considering potential director nominations, the committee takes into account the current composition of our board of directors, the operating requirements of the company and the long-term interests of stockholders. In the case of incumbent directors whose terms of office are set to expire, our nominating and corporate governance committee will review directors' prior service to MongoDB, including the number of meetings attended, level of participation, quality of performance and any relationships and transactions that might impair the directors' independence. In the case of new director candidates, our nominating and corporate governance committee also evaluates whether the nominee is independent for Nasdaq purposes, based upon applicable Nasdaq listing standards, applicable SEC rules and regulations and the advice of counsel, if necessary. Our nominating and corporate governance committee conducts any appropriate and necessary inquiries into the backgrounds and qualifications of possible candidates after considering the function and needs of our board of directors. Our nominating and corporate governance committee meets to discuss and consider the candidates' qualifications and then selects a nominee for recommendation to our board of directors.

    The nominating and corporate governance committee may use any methods it deems appropriate for identifying candidates for board membership, including recommendations from current board members, outside search firms and stockholders. Where outside search firms are utilized, they assist the committee in both identifying and evaluating potential nominees.

    Our nominating and corporate governance committee will consider stockholder recommendations of director candidates and will review the qualifications of any such candidate in accordance with the criteria described in the preceding paragraphs. Stockholders who wish to recommend individuals for consideration by our nominating and corporate governance committee to become nominees for election to our board of directors should do so by delivering a written recommendation to our Secretary at 499 Hamilton Ave, Palo Alto, CA 94301 at least 120 days prior to the anniversary date of the mailing of our proxy statement for the last annual meeting of stockholders.

    Stockholders may nominate directors by submitting names and other information required by applicable law and our amended and restated bylaws. Each submission must include, among other things, the name, age, business address and residence address of the proposed candidate, the principal occupation or employment of the proposed candidate, details of the proposed candidate's ownership of our common stock, a description of the proposed candidate's business experience for at

    least the last five years, and a description of the proposed candidate's qualifications as a director. Any such submission must be accompanied by the written consent of the proposed candidate to be named as a nominee and to serve as a director if elected. If you wish to nominate a director that you do not desire to be included in next year's proxy materials, in accordance with our amended and restated bylaws, you must do so between March 2, 2027 and April 1, 2027; provided that if the date of that annual meeting of stockholders is earlier than May 31, 2027 or later than July 30, 2027, you must give the required notice not earlier than the 120th day prior to the meeting date and not later than the 90th day prior to the meeting date or, if later, the 10th day following the day on which public disclosure of that meeting date is first made.

    If, rather than submitting a candidate to the nominating and corporate governance committee for consideration, you wish to formally nominate a director at next year's meeting pursuant to proxy materials that you will prepare and file with the SEC, please see the deadline described in "When are stockholder proposals and director nominations due for next year's annual meeting?" above. A stockholder or group of stockholders that has owned at least three percent of the Company's common stock continuously for at least three years and satisfies certain eligibility, procedural and disclosure requirements set forth in the Company's amended and restated bylaws, may nominate and include in our proxy materials for the annual meeting certain director candidates. You should refer to our amended and restated bylaws for a complete description of the required procedures for nominating a candidate to our board of directors.

    Security Committee

    Our security committee consists of Messrs. Killalea, Hazard and Merriman, and Ms. Lewnes. The chair of our security committee is Mr. Killalea. Each member of the security committee is independent, is a non-employee director and is free from any relationship that would interfere with the exercise of his or her independent judgment, as determined by the board of directors in accordance with the applicable Nasdaq listing standards. The security committee meets at least quarterly and with greater frequency as necessary. The security committee may also act by unanimous written consent in lieu of a formal meeting from time to time. The agenda for each meeting is usually developed by the chairperson of the security committee, in consultation with management.

    Specific responsibilities of our security committee include:

  • reviewing with management, at least annually, our assessment of risks related to physical security and cybersecurity threats and our management and mitigation of physical security threats, physical security incidents, cybersecurity threats and cybersecurity incidents;

  • reviewing with management any major physical security and cybersecurity incidents that have occurred and steps that have been taken to mitigate against reoccurrence;

  • evaluating the effectiveness of our risk management and data security programs measured against our cybersecurity threat landscape, including the following program components: cybersecurity risk monitoring, effectiveness testing, integrity of information security systems and controls and adequacy of resources, security awareness training and cybersecurity insurance coverage;

  • reviewing and discussing with management the regulations, as well as key legislative and regulatory developments, that could materially impact our cybersecurity risk exposure;

  • evaluating the integrity of our information systems, processes, policies and controls to ensure compliance;

  • assessing the effectiveness of our business continuity plan and cybersecurity incident response plan, including disclosure, investigation, remediation and post-incident security measures;

  • reviewing and assessing our physical security and cybersecurity risk systems against industry benchmarks and best practices, and make recommendations on enhancements; and

  • reviewing our information security planning and resources to manage changes in our cybersecurity threat landscape and assessing the potential impact of cybersecurity risk on our business, operations and reputation.

Our board of directors is comprised of a diverse group of highly qualified leaders in their respective fields. All of our directors have senior leadership experience at large public and private companies and have significant and diverse management experience. We believe the skills, qualities, attributes and experience of our directors provide us with a range of

perspectives to effectively represent the best interests of our stockholders. The chart below summarizes our directors' strengths.

There were no transactions, since the beginning of our last fiscal year, to which we have been a participant, in which the amount involved exceeded or will exceed $120,000 and in which any of our directors, executive officers or holders of more than five percent (5%) of our common stock, or any member of the immediate family of the foregoing persons, had or will have a direct or indirect material interest.

We have adopted a policy that our executive officers, directors, holders of more than five percent (5%) of our common stock, any member of the immediate family and any entity affiliated with any of the foregoing persons, will not be permitted to enter into a related-person transaction with us without the consent of our audit committee, or other independent members of our board of directors in the event it is inappropriate for our audit committee to review such transaction due to a conflict of interest. Any request for us to enter into a transaction, arrangement, relationship or series of similar transactions, arrangements or relationships, in which the aggregate amount involved exceeds or is expected to exceed $120,000 and any related person had, has or will have a direct or indirect material interest must be presented to our audit committee for review, consideration and approval or ratification. In approving or rejecting any such proposal, our audit committee will consider the relevant facts and circumstances available and deemed relevant to our audit committee, including, but not limited to, (a) the risks, costs and benefits to MongoDB, (b) the impact on a director's independence in the event the related person is a director, an immediate family member of a director or an entity with which a director is affiliated, (c) the terms of the transaction, (d) the availability of other sources for comparable services or products and (e) the terms available to or from, as the case may be, unrelated third parties or to or from employees generally. There were no related person transactions in fiscal year 2026.

We have adopted a Code of Business Conduct and Ethics that applies to all of our directors, officers and employees. We plan to disclose any future amendments to certain provisions of our Code of Business Conduct and Ethics, or waivers of such provisions applicable to any principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, and our directors, on our website. Our board of directors has also adopted Corporate Governance Guidelines that establish the corporate governance policies pursuant to which our board of directors conducts its oversight of the business of MongoDB in accordance with its fiduciary responsibilities. Our Code of Business Conduct and Ethics, applicable amendments thereto and waivers thereof, and our Corporate Governance Guidelines are available in the "Corporate Governance" section of our investor relations website at investors.mongodb.com.

Stockholders or interested parties who wish to communicate with our board of directors or with an individual director may do so by mail to our board of directors or the individual director, care of our Secretary at 499 Hamilton Ave, Palo Alto, CA 94301, Attention: Secretary. The communication should indicate that it contains a stockholder or interested party communication. All such communications, if appropriate, will be forwarded to the director or directors to whom the communications are addressed. For example, we will generally not forward a communication that is primarily commercial in nature, is improper or irrelevant, or is a request for general information about MongoDB.

Oversight

As we continue to innovate and scale, we also aim to ensure that our success is sustainable. While our management is responsible for developing our overall strategic plan, our board of directors retains oversight authority and has an enterprise-wide approach to ESG and risk management, designed to support the achievement of organizational objectives, including strategic objectives, improving long-term organizational performance, and enhancing stockholder value.

Our ESG governance framework, formalized in fiscal year 2024, drives the integration of sustainability and social impact across MongoDB. This structure is anchored by our ESG Steering Committee, which provides strategic oversight and is led by our Chief Legal Officer as executive sponsor. The ESG Steering Committee is supported by the ESG Operating Group and ESG Working Group, ensuring a cross-functional flow of expertise. Membership includes senior leaders from key disciplines-including Human Resources, Engineering, Finance, Cybersecurity, and Investor Relations-ensuring that ESG considerations are embedded into our core business operations.

Sustainability Framework

We believe that corporate governance and responsibility help advance the long-term interests of our company and stockholders. As a part of its primary duty to oversee corporate strategy, our board of directors also oversees how environmental and social issues may impact the long-term interests of stockholders and stakeholders. We champion the idea that corporate responsibility is part of every employee's job, as we believe that achieving operational excellence is intrinsically tied to how responsibly we run our business.

Our ESG strategy and reporting are informed by analysis of:

• our current stockholder base, as well as prospective investors, to identify key sustainability issues emphasized by our stockholders;

• internal feedback from employees to help determine which sustainability topics have the greatest impact on our business;

• feedback from customers, suppliers and partners to identify market or industry trends;

• our research to identify sustainability policies, principles and practices of our peer companies and the best disclosure practices related to each; and

• key factors evaluated by the most influential rating agencies issuing ESG scores.

  Human Capital Management

  We believe that our employees and the culture we have established are critically important to our success. To continue to compete and succeed in our highly competitive and rapidly evolving market, it is imperative that we attract, develop and retain top talent. To support these objectives, we strive to be an employer of choice in our industry by continuing to invest in our company culture as defined by our MongoDB Leadership Commitment, offer competitive compensation and benefits, support the health and well-being of our employees, and create an environment that supports high performance and growth for all our employees.

  As of January 31, 2026, we had a total of 5,636 employees, including 2,927 employees located outside the United States. We are subject to laws and regulations relating to our relationship with our employees. Generally, these laws and regulations are specific to the location of our business and we engage with legally recognized employee representative bodies in these locations as required. We have not experienced any work stoppages and we consider our relations with our employees to be good.

  Our Culture

  We believe our culture is critical to our success and has delivered tangible financial and operational benefits for our customers, our employees and our stockholders. Our culture is grounded in the MongoDB Leadership Commitment framework which states that all employees at MongoDB are keepers of our culture and expected to do three things to be successful: deliver the right outcomes for our customers (what we do), live our values in everything we do (why we do it), and engage with each other as leaders (how we do it).

  Company Values

  • Think big, go far. We are big dreamers with a passion for creativity. We eagerly pursue new opportunities and markets through innovation and disruption. We have a pioneering spirit-always ready to forge new paths and take smart risks.
  • Build together. We achieve amazing things by connecting and leveraging the diversity of perspectives, skills, experiences and backgrounds of our entire organization. We place the interests of the company over any individual or team. We discuss things thoroughly, but prioritize commitment over consensus.
  • Embrace the power of differences. We commit to creating a culture of belonging, where people of different origins, backgrounds and experiences feel valued and heard. This is cultivated by learning from and respecting each other's similarities and differences. We approach conversations with positive intent and believe that others

    value the perspective we bring to the table. We recognize that a diverse workforce is the best way to broaden our perspectives, foster innovation and enable a sustainable competitive advantage.

  • Make it matter. We are relentless in our pursuit of meaningful impact. We think strategically and are clear on what we are and are not trying to do. We accomplish an amazing amount of important work and we are obsessed with delivering on our commitments.
  • Be intellectually honest. We embrace reality. We apply high-quality thinking and rigor and operate with transparency. We have courage in our convictions, but work hard to ensure biases or personal beliefs do not get in the way of finding the best solution.
  • Own what you do. We take ownership and are accountable for everything that we do. We empower and we are empowered to make things happen and balance independence with interdependence. We demand excellence from ourselves. We each play our own part in making MongoDB a great place to work.

    We are continuing to embed the MongoDB Leadership Commitment, and therefore our Values, into all aspects of the employee lifecycle from recruiting to performance management to leadership development and more to build a high performance and inclusive culture.

    Talent & Leadership Development

    Promoting the professional growth and development of our talent is a priority for us to ensure retention, engagement and ultimately better business outcomes, especially as we navigate the challenges of scaling in a competitive business environment. Development at MongoDB happens largely on the job - as a growing company, we add and expand roles frequently, offering employees the opportunity to take on new challenges and the ability to learn and grow. In addition to our ongoing delivery of professional and technical skill growth, we focus on two key levers for developing our talent. First, we are committed to developing talent using our performance and growth framework, which equips managers and employees to deliver great results through continuous feedback and semi-annual employee performance and growth conversations, that include employee self-reflections and development plans. Second, we are focused on leadership development at all levels at MongoDB through both structured and customized programming for managers at all levels. This includes training programs and coaching services. All our leadership development content is anchored in the MongoDB Leadership Principles, which describe what good leadership at MongoDB looks like.

    Compensation and Benefits

    We provide competitive compensation and benefits for our employees globally. We continue to evolve our compensation programs to maintain competitive alignment with market practices while ensuring all pay decisions are driven by performance. Our compensation package may include base salary, commission or semi-annual bonuses and long-term equity awards. Where the market indicates, equity compensation continues to be an important tool to attract and retain talent. Employees in equity-eligible roles (including our named executive officers) receive a new hire award at the time of hire and an annual performance-related refresh thereafter. To foster a strong sense of ownership and align our employees' interests with our long-term success, we offer all full-time employees globally the opportunity to participate in an employee stock purchase plan.

    In addition to cash and equity compensation, we offer employees a wide array of benefits designed to be aligned with local reward practices and to be competitive with those offered by companies that we compete with for talent. In the United States, these include health (medical, dental and vision) insurance, paid time off, 401(k) retirement plan benefits and additional resources to support employees' overall well-being. While the philosophy around our benefits is the same worldwide, specific benefits may vary by country due to local regulations and preferences.

    Finally, we are committed to pay equity, regardless of gender, ethnicity or other personal characteristics. To deliver on that commitment, we benchmark and set pay ranges based on market data and consider factors such as an employee's role and experience, job location and performance. In addition, to reduce the risk of bias and help ensure consistent pay practices, we use a third-party tool to conduct annual pay parity checks.

    Our three-year average annual burn rate from fiscal year 2024 through fiscal year 2026 has been 3.57%, compared to our three-year average annual burn rate of 3.23% from fiscal year 2023 through fiscal year 2025, and well below the evergreen share replenishment factor of 5.0% of common shares outstanding. We determine our "burn rate" by dividing equity awards granted during the fiscal year by the weighted average number of shares outstanding over such fiscal year.

    Health, Safety and Well-Being

    We believe the health, safety and well-being of our employees are vital to our success. We have introduced guidelines, regular reviews and training, which reflect our commitment to both the physical and psychological health and well-being of our employees. As part of this commitment, we recognize our responsibility to provide a safe and healthy work environment for all employees, contractors, customers and visitors.

    We have a hybrid approach to working which we introduced in 2021 during the Covid-19 pandemic. Our four working models - in office, flexible, remote and customer-facing remote - help ensure that we are meeting business needs while also offering employees flexibility. We gather feedback regularly from employees, assessing workplace safety and operational effectiveness, and seeking opportunities to enhance the overall experience for our hybrid workforce globally. We offer training for our people managers and employees on how to thrive in a global, hybrid work environment, and how to ensure collaboration and social interaction. We have several hub offices and a network of satellite offices in locations around the world and continue to introduce new workplace initiatives to enhance the employee experience.

    As it relates to employee well-being, we offer a range of benefits under our four pillars of well-being:

• Physical well-being. We offer our employees access to comprehensive and competitive medical coverage in local markets, often covering the employee and dependent premiums. Our plans often include dental, optical, maternity, hospitalization and outpatient care, among other coverages, as well as comprehensive travel medical coverage while they travel for work assignments. To promote healthy lifestyles, we also offer employees access to highly subsidized or discounted monthly gym and exercise class memberships.
• Financial well-being. We believe that financial security is an enabler of creativity and productivity, which is why we offer retirement saving options for our employees, including a 401(k) employer matching program, as well as benefits such as life insurance, disability insurance, critical illness and accident coverage.
• Emotional well-being. Our employees and their families have 24-hour access to our Employee Assistance Program ("EAP"). Our EAP offers confidential guidance on matters such as family support, mental health and legal assistance. Through local partners, employees have access to free counseling and coaching sessions. Globally we also have a team of Mental Health First Aiders, who are trained to be a point of contact for any of our employees experiencing emotional distress. In addition, all employees receive a complimentary subscription to a meditation app, which provides hundreds of themed meditation sessions on everything from sleep to focus to reducing stress.
• Family well-being. We provide global fertility benefits to our employees and their partners, including fertility care, adoption and surrogacy assistance and unlimited access to 1:1 guidance with certified practitioners. In the United States and some of our bigger geographies, we also offer backup childcare support. We feel strongly that parents should be able to share the responsibilities of caregiving and our parental leave policy gives all new parents at least

20 weeks of paid leave. Globally, our employees also have access to personalized guidance to parents and caregivers, offering a full spectrum of family support for those with children of all ages.

Employee Engagement

We conduct anonymous engagement surveys regularly to help us understand the employee experience, identify areas of strength and development opportunities among teams, measure the effectiveness of our people and culture initiatives and understand employees' sentiments on management. These surveys are managed by a third-party vendor to encourage candor. The results are reviewed by senior management, who analyze areas of progress or deterioration and work with their teams to determine actionable steps based on survey results. The results also drive organization-wide focus areas and commitments focused on leadership, culture and inclusion.

Environmental Initiatives

Environmental sustainability is an important consideration in how MongoDB operates. We recognize a responsibility to understand and reduce our impact where we can, from product design to office selection. As we continue to grow, we are working to embed sustainable practices into our business and to be transparent about both our progress and the challenges that remain.

We have disclosed our carbon footprint and updated our net-zero carbon target to 2050, aligning with science-based standards and our long-term growth trajectory. Our goal is to reduce 90% of our absolute emissions across all scopes and offset the remaining residual emissions through high-quality carbon removal credits. We are also committed to being 100% powered by renewables by the end of 2026. This target entails reducing our Scope 2 electricity emissions to zero through thoughtful sourcing of Renewable Energy Credits or on-site renewables. We have made significant progress, reaching 80% renewable power for our offices, and are on track to achieve 100% by the end of April 2026.

Actions demonstrating our commitment to advancing sustainability include:

• Completing our first double materiality assessment to identify and prioritize the ESG topics most significant to our business and stakeholders.

• Developing our Climate Transition Plan, outlining a clear pathway to achieve our net-zero by 2050 goal through a 90% emissions reduction.

• Expanding our renewable energy strategy through a hybrid approach combining Virtual Power Purchase Agreements ("VPPA") and Renewable Energy Certificates to accelerate progress toward 100% renewable operations.

• Entering into a long-term VPPA in India, installing two rooftop solar systems on industrial facilities, one projected to avoid 750 tCO₂/year while creating local jobs, and another enabling a facility to reduce its reliance on diesel generation.

• Achieving a CDP score of B, reflecting stronger climate disclosure and performance.

• Improving our EcoVadis sustainability rating to 60, demonstrating progress in ESG practices.

• Obtaining third-party verification of our emissions data in accordance with ISO 14064.

• Broadening our renewable energy procurement into new regions, including Australia, the United Kingdom, Denmark, France, and Spain.

Our board of directors is divided into three classes. At each annual meeting of stockholders, the successors to directors whose terms then expire will be elected to serve from the time of the election until the third annual meeting following the election. Any directorships resulting from an increase in the number of directors will be distributed among the three classes so that, as nearly as possible, each class will consist of one-third of the directors. The division of our board of directors into three classes with staggered three-year terms may delay or prevent a change of our management or a change in control of MongoDB.

Our board of directors currently consists of ten members divided into the three classes as follows:

• Class I directors: Roelof Botha, Chirantan Desai, Dev Ittycheria and Ann Lewnes, whose terms will expire at the annual meeting of stockholders to be held in 2027;

• Class II directors: Francisco D'Souza, Charles M. Hazard, Jr. and Tom Killalea, whose terms will expire at the annual meeting of stockholders to be held in 2028; and

• Class III directors: Archana Agrawal, Hope Cochran and Dwight Merriman, whose terms will expire at the upcoming annual meeting of stockholders.

Our board of directors has nominated Mses. Agrawal and Cochran and Mr. Merriman, each of whom is currently a director of MongoDB, for re-election to serve as Class III directors.

Each of Mses. Agrawal and Cochran and Mr. Merriman, has agreed to stand for reelection at the meeting. Our management has no reason to believe that any nominee will be unable to serve. If elected at the meeting, each of these nominees would serve until the annual meeting of stockholders to be held in 2029 and until his or her successor has been duly elected, or if sooner, until the director's death, resignation or removal.

Our nominating and corporate governance committee seeks to assemble a board of directors that, as a whole, possesses the appropriate balance of professional and industry knowledge, financial expertise and high-level management experience necessary to oversee and direct our business. To that end, the committee has identified and evaluated nominees in the broader context of our board's overall composition, with the goal of recruiting members who complement and strengthen the skills of other members and who also exhibit integrity, collegiality, sound business judgment and other qualities deemed critical to effective functioning of the board of directors. In addition, the committee and the full board of directors feel that candidates representing an array of perspectives, skills, experiences and backgrounds add to the overall diversity and viewpoints of the board of directors and that the current board of directors embodies the breadth of backgrounds and experience necessary for a balanced and effective board.

The following table sets forth, for the current nominees and our other directors who will continue in office after the meeting, their ages and position/office held with us as of the date of this proxy statement:

(1) Audit Committee Member

(2) Audit Committee Chairperson

(3) Compensation Committee Member

(4) Compensation Committee Chairperson

(5) Nominating and Corporate Governance Committee Member

(6) Nominating and Corporate Governance Committee Chairperson

(7) Security Committee Member

(8) Security Committee Chairperson

Set forth below is biographical information for the nominees and each person whose term of office as a director will continue after the meeting. This includes information regarding each director's experience, qualifications, attributes or skills that led our board of directors to recommend them for board service.