Figma Discloses CEO's $861M 2025 Equity Award in Definitive Proxy Statement

summarizeSummary

Figma filed its definitive proxy statement, revealing CEO Dylan Field's 2025 equity awards with a grant date fair value exceeding $861 million and detailing other corporate governance matters for the upcoming annual meeting.

check_boxKey Events

• Annual Meeting Scheduled

  The annual meeting of stockholders will be held virtually on Tuesday, June 2, 2026, at 10:00 a.m. Pacific Time. The record date for voting is April 7, 2026.

• Significant CEO Equity Compensation Disclosed

  CEO Dylan Field was awarded restricted stock units (RSUs) in 2025 with an aggregate grant date fair value of $861,911,194. These awards include a 2025 CEO Stock Price Award and a 2025 CEO Service Award, both subject to multi-year service and performance-based vesting conditions, with stock price targets up to $130 per share.

• Board Composition Update

  Mamoon Hamid will not be standing for re-election at the Annual Meeting, reducing the number of authorized directors on the Board to eight immediately following the meeting. This follows the previously announced resignation of Mike Krieger on April 14, 2026.

• Corporate Governance Policies Adopted

  Figma adopted an equity granting policy in June 2025, ensuring RSU grants are on a regularly-scheduled basis and not timed around material nonpublic information. A Compensation Recovery Policy (clawback policy) was also adopted in line with SEC rules.

auto_awesomeAnalysis

This definitive proxy statement (DEF 14A) is highly important due to the disclosure of CEO Dylan Field's substantial 2025 equity compensation. The aggregate grant date fair value of his restricted stock units (RSUs) for 2025 was over $861 million, a significant amount relative to the company's market capitalization. This compensation includes both service-based and stock price-based vesting conditions, with targets up to $130 per share. While these awards were granted in 2025, their detailed disclosure in the proxy statement provides critical information for shareholders ahead of the annual meeting, impacting their evaluation of corporate governance and executive oversight. Additionally, the filing outlines the upcoming annual meeting proposals, including the election of directors and the ratification of the independent auditor, and notes a director not standing for re-election, leading to a reduction in board size.