Form 4: GoDaddy COO Roger Chen Reports Stock Transactions

GoDaddy's Chief Operating Officer, Roger Chen, reports acquisition and disposal of Class A Common Stock, including grants of Restricted Stock Units (RSUs) and Performance Restricted Stock Units (PSUs), as well as sales under a 10b5-1 trading plan.

Summary

• Roger Chen, GoDaddy's COO, reported transactions involving Class A Common Stock.
• On February 29, 2024, he acquired 23,606 shares of Class A Common Stock through a grant of Restricted Stock Units (RSUs).
• These RSUs vest quarterly over 3 years starting June 1, 2024, contingent on continued service.
• On March 1, 2024, Chen acquired 39,310 shares of Class A Common Stock from the settlement of Performance Restricted Stock Units (PSUs) granted on February 25, 2021.
• These PSUs vested based on performance between January 1, 2021, and December 31, 2023, and satisfaction of the service condition.
• Also on March 1, 2024, Chen sold 4,000 shares of Class A Common Stock at a price of $114.11 per share.
• The sale was executed under a pre-arranged 10b5-1 trading plan.
• Following these transactions, Chen beneficially owns 208,632 shares of Class A Common Stock.

Sentiment

Score: 6

Explanation: The sentiment is neutral. The transactions are part of normal executive compensation and pre-planned sales. The vesting of PSUs suggests positive performance, but the stock sale is a slightly negative signal.

Positives

• The vesting of PSUs indicates that performance targets were met for the period January 1, 2021, through December 31, 2023.
• The grant of RSUs aligns Chen's interests with the long-term performance of the company, as vesting is contingent on continued service.

Negatives

• The sale of 4,000 shares, while conducted under a 10b5-1 plan, could be interpreted negatively by some investors if not understood in context.

Risks

• Future vesting of RSUs is contingent on Chen's continued service, creating a potential risk if he were to leave the company.
• Sales under the 10b5-1 trading plan could continue, potentially exerting downward pressure on the stock price.

Future Outlook

The reporting person will continue to receive shares of Class A Common Stock as the RSUs vest quarterly over the next 3 years, subject to continued service.

Industry Context

Executive stock transactions are common and closely watched in the tech industry. The use of 10b5-1 plans is a standard practice to avoid insider trading accusations. Vesting of performance-based equity is tied to company performance, which is a common incentive structure.

Comparison to Industry Standards

• GoDaddy's executive compensation structure, including RSUs and PSUs, is similar to that of other publicly traded technology companies such as Wix, Squarespace, and Shopify.
• These companies also use a mix of time-based and performance-based equity awards to incentivize executives and align their interests with shareholders.
• The vesting schedules and performance metrics used by GoDaddy are likely benchmarked against industry peers to ensure competitiveness and effectiveness.

Stakeholder Impact

• Shareholders may view the vesting of PSUs positively, as it indicates the achievement of performance goals.
• Employees may be motivated by the executive team's alignment with company performance.
• The stock sale could have a minor impact on the stock price, but it is unlikely to be significant given the pre-arranged nature of the transaction.

Next Steps

• Continued monitoring of Roger Chen's stock transactions.
• Tracking the vesting of RSUs over the next three years.
• Observing any further sales under the 10b5-1 trading plan.

Key Dates