Nadella Adds 'Chairman' to CEO Title at Microsoft

The Microsoft board looked at Satya Nadella's work for the last seven years as CEO and decided to add "chairman" to his title.

"In this role, Nadella will lead the work to set the agenda for the board, leveraging his deep understanding of the business to elevate the right strategic opportunities and identify key risks and mitigation approaches for the board's review," the company said in a statement Wednesday evening. Nadella was elected unanimously to the role by the Microsoft board's independent directors.

Nadella replaces John W. Thompson as chair. At the same time, Thompson was also unanimously elected as lead independent director. Thompson, the former chairman and CEO of Symantec, previously held that lead independent director role for Microsoft from 2012 to 2014.

"As lead independent director, Thompson will retain significant authority including providing input on behalf of the independent directors on board agendas, calling meetings of the independent directors, setting agendas for executive sessions, and leading performance evaluations of the CEO," the statement said.

Nadella becomes the first person to hold both titles since 2000, when co-founder Bill Gates passed the CEO role to Steve Ballmer. Gates stepped down as chairman in February 2014 when Nadella became CEO. Gates left Microsoft's board entirely in March 2020.

Last year, Gates and Microsoft said he was leaving to focus on his philanthropic efforts. Last month, it emerged that Gates' departure followed Microsoft having opened an internal investigation into reports that Gates had pursued a sexual relationship with an employee in 2000.

Nadella's new dual title reflects the confidence Microsoft's board has in Nadella's leadership. Although Nadella was widely respected in Silicon Valley in 2014, Microsoft engaged in a major PR campaign to assure investors that Gates would be working closely on a near day-to-day basis with Nadella.

Over time, discussions of Gates' involvement faded as Microsoft's reputation, cloud market share and stock price rapidly increased under Nadella's oversight. In recent years, Microsoft briefly reclaimed the title of most valuable company by market capitalization; it is currently No. 2 behind Apple.

The Microsoft board, in addition to Nadella and Thompson, consists of Reid Hoffman, Hugh Johnston, Teri List, Sandra E. Peterson, Penny Pritzker, Charles W. Scharf, John W. Stanton, Emma Walmsley and Padmasree Warrior.

Posted by Scott Bekker on June 17, 2021