People & Governance

People & Governance — The Record

monday.com Ltd is an Israeli-incorporated software company that files as a U.S. foreign private issuer (Form 20-F, not 10-K/DEF 14A), so its governance, board, and compensation disclosures live inside the annual report rather than a proxy statement [1]. It is run by its two co-founders as Co-Chief Executive Officers — Roy Mann (co-CEO since 2012) and Eran Zinman (co-CEO since 2020, previously CTO) — each of whom is also a director, while neither chairs the board [2]. The board is chaired by an independent director, Jeff Horing, co-founder of the venture firm Insight Partners [3]. All ordinary shares carry identical voting rights — there is no dual-class or special-voting structure [4].

This page lays out the source-anchored record on the people, their pay, their ownership, and the board. Every figure links to the filing page behind it.

The people running the company

monday.com is led day-to-day by its two founders, who under Israeli Companies Law are each a "general manager," with all other executive officers appointed by the Co-CEOs [5]. Roy Mann previously worked at Wix.com, and Eran Zinman holds a B.Sc. in Computer Science and Electrical Engineering from Tel Aviv University and earlier co-founded Othersay [6]. CFO Eliran Glazer, a licensed CPA, has served since March 2021 and previously was CFO of Lightricks and of NEX Markets (a CME Group company) [7].

The senior team was substantially rebuilt with external hires in 2025: Casey George joined as Chief Revenue Officer from Qlik/Talend; Harris Beber joined as Chief Marketing Officer from Google Workspace; and Adi Dar (formerly CEO of Elbit subsidiary ELOP and founder of Cyberbit) moved from COO to Chief Customer Officer [8]. Chief Product and Technology Officer Daniel Lereya (since 2023) and Chief People and Legal Officer Shiran Nawi (General Counsel since 2018) are longer-tenured internal promotions [9].

No Results

Source: FY2025 Annual Report (Form 20-F), Senior Management — Roy Mann & Eran Zinman [10], Daniel Lereya & Shiran Nawi [11], Harris Beber & Adi Dar [12].

The annual report names continued service of founders Roy Mann and Eran Zinman as a key-person dependency, and discloses that the company does not have employment agreements requiring its executive officers to remain for any specified period — they may resign subject only to contractual notice periods [13].

Compensation

For the year ended December 31, 2025, aggregate compensation to all directors and executive officers — including share-based compensation expense — was approximately $31.1 million, of which roughly $0.3 million was set aside for pension/severance-type benefits [14]. As a foreign private issuer, monday.com is exempt from U.S. named-executive-officer and pay-ratio disclosure, but Israeli Companies Law requires it to disclose the five most highly compensated "Covered Officers" individually [15].

Each Co-CEO recorded total cost-to-company of roughly $7.36M / $7.34M in FY2025, built from a base salary of $316,000, a cash bonus of $340,000, and $6,635,000 of equity-based compensation expense — with no options granted in the year [16], [17]. CFO Eliran Glazer's total was $4.83M, Chief Customer Officer Adi Dar's $4.24M, and CPTO Daniel Lereya's $3.84M [18]. The cash bonuses were paid against predetermined performance parameters set by the compensation committee and board [19].

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Source: FY2025 Annual Report (Form 20-F), Covered Officer Compensation — Co-CEO salary basis [20], equity & cash-bonus components [21].

Across the five Covered Officers, equity-based compensation expense accounted for roughly 85–90% of each package, with salary and cash bonus a small minority of reported cost.

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Source: derived from FY2025 Covered Officer Compensation [22].

Non-employee director pay is a fixed cash retainer of $30,000 ($60,000 for the chairperson) plus committee fees, a one-time $300,000 equity grant on appointment vesting over three years, and an annual $175,000 equity grant vesting after one year [23]. Under the Companies Law, the compensation policy must be re-approved by shareholders at least every three years, and Co-CEO and director pay each require compensation-committee, board, and shareholder approval [24].

Ownership & alignment

As of December 31, 2025, all directors and executive officers as a group (12 persons) beneficially owned 7,137,194 shares, or 13.9% of the 51,160,822 ordinary shares outstanding [25]. Co-founder Roy Mann held 9.6% (4,932,613 shares) and co-founder Eran Zinman 3.4% (1,736,323 shares); the next-largest insider, director Aviad Eyal, held under 1%, and chairman Jeff Horing held just 5,454 shares [26]. The only disclosed 5%-plus outside holders were WCM Investment Management (7.4%) and Capital World Investors (6.4%) [27].

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Source: FY2025 Annual Report (Form 20-F), Beneficial Ownership Table — all directors & officers as a group [28].

The ownership register has shifted materially since the 2021 IPO. As of December 31, 2021, sponsor Insight Partners held 31.0% and was the largest shareholder; Roy Mann held 13.1%, Eran Zinman 4.8%, and all directors and officers as a group 22.3% of the then-44,924,038 shares outstanding [29]. By December 31, 2025, Insight Partners no longer appeared among 5%-plus holders, and the FY2025 filing additionally notes that Sonnipe Limited (~8.2%) and FMR LLC (~5.3%) had each fallen below the 5% threshold [30].

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Sources: FY2021 Annual Report (Form 20-F), Major Shareholders [31]; FY2025 Annual Report (Form 20-F), beneficial ownership of directors & officers [32], Sonnipe Limited & FMR previously owned >5% [33]. Insight's FY2025 stake is shown null because it fell below the 5% disclosure threshold.

On the buy side of the ledger, the board authorized an $870 million share-repurchase program in September 2025; during November–December 2025 the company repurchased 883,913 shares at an average of roughly $152 per share, leaving about $735 million authorized [34]. On the Q4 FY2025 earnings call, the CFO described the program as "opportunistic share buyback… taking into account the current level of the share price" and confirmed $135 million repurchased in the quarter with $735 million remaining authorized [35].

Insiders as Group (% O/S)

13.9%

Independent Directors (of 8)

6

Buyback Authorized ($M)

$870

Total Director+Officer Comp ($M)

$31.1

Sources: Beneficial ownership of directors & officers as a group [36]; board composition — independent directors [37]; buyback [38]; aggregate compensation [39].

Board quality & independence

The board has eight directors, of whom six are independent; the two non-independent directors are the founder Co-CEOs [40]. The roles of board chair and CEO are separated: the chair, Jeff Horing, is an independent director, and the Companies Law bars a public company's CEO from serving as chair absent a special shareholder majority [41]. The board is staggered into three classes with three-year terms, and removal of a director requires a 65% supermajority of voting power [42], [43].

No Results

Source: FY2025 Annual Report (Form 20-F), Directors — Aviad Eyal [44], Avishai Abrahami & Gili Iohan [45], Ronen Faier & Petra Jenner [46].

The three Nasdaq/Companies-Law committees — audit, compensation, and nominating & corporate governance — are each composed entirely of the same three independent directors: Ronen Faier (audit chair and designated audit-committee financial expert), Gili Iohan (compensation chair and nominating chair), and Aviad Eyal [47], [48], [49]. A separate corporate responsibility and sustainability committee is chaired by Co-CEO Roy Mann alongside Faier and Eyal [50].

No Results

Source: FY2025 Annual Report (Form 20-F), Board Practices — audit committee [51], compensation committee [52], nominating & sustainability committees [53].

monday.com's disclosed material related-party transactions center on the monday.com Foundation, an Israeli public-benefit company it established under its "Digital Lift Initiative." On August 26, 2024 the company issued 68,000 ordinary shares to the Foundation and entered a Donation and Loan Agreement committing a one-time donation of $6.3 million (1% of IPO proceeds), plus authority to make interest-bearing loans to the Foundation [54], [55]. A separate Services Agreement lets the company provide the Foundation lease, IT and HR services for fees capped at $1.5 million per calendar year [56]. The company states its policy is to enter related-party transactions on terms no more or less favorable than those from unaffiliated third parties [57].

The other standing related-party arrangement is an Investors' Rights Agreement (dated 2019, amended 2021) under which holders including Roy Mann — who owns more than 5% of shares — have registration rights to require the company to register their shares for resale [30]. The company has also entered exculpation and indemnification agreements with its office holders to the fullest extent permitted under Israeli law [58].

As a foreign private issuer, monday.com is permitted to follow Israeli corporate-governance practice in place of certain Nasdaq rules; it discloses that it relies on this exemption for the shareholder-meeting quorum requirement (a 33⅓% quorum, reduced to 25% for adjourned meetings) but otherwise intends to comply with Nasdaq rules applicable to U.S. domestic companies [59]. The company has adopted a Code of Ethics and Conduct (no waivers granted in 2025) and an Insider Trading Compliance Policy filed as an exhibit to the annual report [60]. As of December 31, 2025 it employed 3,155 people, up 26% year over year, none represented by a labor union [61].

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