Mike Berry joins HubSpot (NYSE: HUBS) board, succeeds Ron Gill on audit panel
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
HubSpot, Inc. announced changes to its Board of Directors. Ron Gill plans to resign as a director effective June 30, 2026, with the company stating his resignation is not due to any disagreement with HubSpot.
The Board has increased its size to 12 directors and appointed Mike Berry, Chief Financial Officer of MongoDB, as a Class III director effective April 1, 2026. His term runs until the 2026 annual meeting of stockholders or until a successor is elected and qualified. Berry will join the Audit Committee immediately and become its Chair after Gill’s resignation. His compensation and indemnification arrangements will match those of other non-employee directors, and the company notes there are no related-party relationships or arrangements tied to his appointment.
Positive
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Negative
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8-K Event Classification
3 items: 5.02, 7.01, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Board size: 12 directors
Ron Gill resignation date: June 30, 2026
Mike Berry appointment date: April 1, 2026
+2 more
5 metrics
Board size
12 directors
Board unanimously approved increase to 12 on March 31, 2026
Ron Gill resignation date
June 30, 2026
Effective date of director resignation
Mike Berry appointment date
April 1, 2026
Effective date of appointment as Class III director
Class III term endpoint
2026 annual meeting
Term of Class III directors including Mike Berry
Press release date
April 1, 2026
Date of press release announcing Mike Berry’s appointment
Key Terms
Class III director, Audit Committee, indemnification agreement, Regulation FD Disclosure, +1 more
5 terms
Class III director financial
"appointment of Mike Berry as a Class III director of the Company"
A Class III director is a board member placed in one of the numbered groups used by companies with a staggered (or “classified”) board; that director’s seat typically comes up for election in the third year of a three-year rotation. For investors this matters because staggered terms create continuity but also make it harder to replace the whole board quickly, affecting shareholder influence, takeover dynamics and how fast new strategy or accountability can be implemented — like replacing only some players on a sports team each season instead of the whole roster at once.
Audit Committee financial
"Mr. Berry will join the Audit Committee of the Board upon his appointment"
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
indemnification agreement financial
"the Company will enter into an indemnification agreement with Mr. Berry"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.
Regulation FD Disclosure regulatory
"Item 7.01 Regulation FD Disclosure."
Item 404(a) of Regulation S-K regulatory
"transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K"
FAQ
What board changes did HubSpot (HUBS) disclose in this 8-K filing?
HubSpot disclosed that director Ron Gill will resign effective June 30, 2026, and that the Board size increased to 12 directors with the appointment of Mike Berry as a Class III director effective April 1, 2026.
Who is Mike Berry and what role will he have at HubSpot (HUBS)?
Mike Berry, Chief Financial Officer of MongoDB, has been appointed to HubSpot’s Board as a Class III director effective April 1, 2026. He will join the Audit Committee immediately and become its Chair after Ron Gill’s resignation on June 30, 2026.
Why is HubSpot director Ron Gill resigning from the Board?
Ron Gill notified HubSpot’s Board that he will resign as a director effective June 30, 2026. The company states explicitly that his resignation is not due to any disagreement with HubSpot on operations, policies, or practices.
How long will Mike Berry’s initial term as a HubSpot (HUBS) director last?
Mike Berry’s term as a Class III director runs until HubSpot’s 2026 annual meeting of stockholders, or until a successor is elected and qualified, or earlier resignation, death, or removal of a director in that class, consistent with the company’s governance structure.
How will Mike Berry be compensated as a HubSpot non-employee director?
Mike Berry’s compensation will align with HubSpot’s Amended and Restated Non-Employee Director Compensation Policy. This policy applies to all non-employee directors and was previously filed as an exhibit to HubSpot’s Form 10-Q for the quarter ended June 30, 2025.