Cisco Names Cognite CEO Girish Rishi To Its Board, With $105,000 Retainer And No Committee Seats Yet
The 8-K says Rishi is independent under Nasdaq rules and gets standard non-employee director pay, including a $270,000 pro rata equity award.
Cisco's board appointed Girish D. Rishi, CEO of Cognite Holding B.V., as a director on Wednesday, with his seat effective Friday, an 8-K says. The board determined he is independent under Nasdaq listing standards.
What the 8-K says
The filing, an 8-K covering events of October 7 and signed by Assistant Secretary Jay Higdon, reports the appointment under its item on the election of directors. Rishi's seat takes effect October 9.
The board has not yet decided which committees, if any, Rishi will join.
The filing describes his pay as Cisco's standard non-employee director package. He will get a pro rata share of the $105,000 annual cash retainer, paid quarterly in arrears, for service through the rest of the year ending at Cisco's 2026 annual meeting of stockholders.
He also automatically received a fully vested initial equity award under Cisco's 2005 Stock Incentive Plan. Its grant-date fair value equals a pro rata portion of $270,000, based on the share of the year he will serve.
What it changes
Cisco's board gains a director classed as independent, though his committee role is open. Any assignment would arrive in a later disclosure.
Non-employee directors may instead take the cash retainer as fully vested Cisco shares, deferred stock units settled after they leave the board, or a deferred cash payment under the company's Deferred Compensation Plan. They may also defer settlement of the equity award until after they leave.
Rishi is eligible for Cisco's charitable matching gifts program, where the 2026 maximum match for non-employee directors is $25,000. He also signed Cisco's standard indemnity agreement, which covers indemnification to the fullest extent permitted by law.
Stock context
Cisco shares closed Friday at $118.39, up 3.05%, according to market data. That close came before the 4:08 p.m. ET filing, so it is not a reaction to the appointment.
The next sign to look for is a Cisco disclosure of Rishi's committee assignments, which the 8-K says have not been decided.
