4 Ways Chief Technology Officers Get into a Board of Directors

Igor K
November 2, 2023

While it is less common for Chief technology officers (CTOs) to directly join a board of directors, there are still several ways they can attain such positions. Starting with the most common and progressing to rarer methods, here are a few most common ways CTOs get seats on boards.

1. Internal Promotion to a Board of Directors within the Company

The most common pathway. CTOs with exceptional leadership, strategic vision and a track record of success may get into the board of directors. This specific (career) path recognizes their valuable contributions and enables them to influence the company’s overall strategy.

In 2019, for instance, Arvind Krishna was appointed CEO of IBM (progressing from the technical leadership position). Subsequently, he joined IBM’s board, bringing his extensive technical expertise to the board discussions and decisions. Krishna has previously served as the company’s Senior Vice President for Cloud and Cognitive Software and was a principal architect of the company’s acquisition of Red Hat. 

How does the process commonly work?

To get into a board through the path of an internal promotion, the CTO must demonstrate exceptional performance and leadership qualities in their current role. That is to say, they need to establish a track record of success in driving technological innovation, delivering results and effectively leading teams.

The CTO must also align their technological vision and initiatives with the company’s overall strategic goals. They should, therefore, showcase their ability to not only understand the company’s business objectives but to also translate them into technology-driven solutions. These solutions must create value and support the organisation’s growth.

As you can imagine, building strong relationships with key stakeholders within the company is crucial. In other words, the CTO should actively collaborate with executives, board members and other influential individuals. This way, the CTOs can showcase their ability to work effectively cross-functionally and communicate complex technical concepts clearly and concisely.

However, to even be considered for a seat on a board of directors, the CTO needs to develop and demonstrate a set of skills that are relevant at the board level. This includes:

  • Strategic thinking
  • Financial acumen
  • Risk management
  • Governance knowledge
  • The ability to contribute to high-level decision-making processes

Now comes the evaluation part of the process…

The company’s existing board of directors plays a crucial role in evaluating and approving the CTO’s promotion to the board. They will assess the CTO’s qualifications, leadership abilities, strategic vision and alignment with the company’s long-term goals. The board may also consider the diversity of perspectives and expertise that the CTO brings to the table.

The board will also evaluate the overall composition and skills mix of the board itself. They will then consider how the CTO’s addition will enhance the board’s collective capabilities and complement the existing members’ expertise.

Succession planning may also be a factor, with the CTO being groomed for a future leadership position within the organisation.

Once the company approves the CTO’s promotion to the board, they will typically go through an induction process to familiarize themselves with the board’s responsibilities, governance practices and legal obligations. That is, they will actively participate in board meetings, provide input on strategic decisions and contribute their technical expertise to shape the company’s long-term direction.

Of course, the specific process and criteria for internal promotions can vary depending on the company’s size, industry and corporate culture. The involvement of the board, executive leadership and HR departments can also vary, with some companies having more formalized procedures and others relying on a more informal approach.

2. External Appointment due to Technological Expertise

CTOs with exceptional technological expertise and industry recognition may be appointed to the board of directors of other companies in their sector. Their insights and knowledge can be valuable for guiding the organization’s technology strategies.

The case of Diane Greene, VMware’s co-founder and former CEO, shows this in practice. She has served on the board of directors for companies like Alphabet Inc. and Intuit. Her extensive background in virtualization and cloud computing makes her a valuable addition to the board.

The process

The CTO establishes a reputation for their exceptional technological expertise, often through their accomplishments, thought leadership and industry recognition.

This recognition can come from a combination of factors such as:

  • Patents
  • Research publications
  • Speaking engagements at conferences
  • Participation in industry associations
  • Successful implementation of innovative technology solutions

Again, building a strong professional network and fostering relationships within the industry is essential; just as it’s case with the internal promotion.

This helps get on the radar of the companies seeking to enhance their board’s technological acumen. They may engage executive search firms or board advisory services to identify potential candidates. Potential nomination is most commonly based on the technological expertise, industry reputation and track record of a chief technology officer.

The evaluation process typically includes interviews, assessments of technological knowledge, leadership abilities, strategic thinking and overall fit with the company’s culture and long-term goals. The committee may also consider the diversity of perspectives and skills that the CTO brings to the board.

Once they identify a potential candidate, the company may conduct due diligence, including background checks, to verify qualifications, ethical standing and potential conflicts of interest.

The onboarding process may involve orientation sessions and information sharing about the company’s operations, culture, governance practices and legal obligations.

3. External Appointment for Strategic Advisory

cto in a board of directors as an external advisor

Companies may invite chief technology officers to join the board of directors as external advisors. This is particularly the case with companies where technology plays a significant role. Their insights and advice help shape the company’s technology-related decisions.

Such is the case of Lin-Hua Wu, the Chief Technology Officer and former Dropbox CCO (now Google’s Global VP) who serves as an external advisor on the board of directors for several technology companies. She brings her expertise in artificial intelligence and data analytics to help guide these organisations’ technological strategies.

The process

Since companies search for candidates through direct referrals, recommendations from industry contacts or proactive outreach from companies seeking expertise in specific technology areas, it is necessary to develop a good reputation and build quality relationships (engage in active professional networking).

Once they make their pick, they will engage in initial discussions with the candidate to explore the advisory opportunity. This involves assessing the alignment of the CTO’s expertise and experience with the company’s strategic needs and technology-related challenges.

If there is a mutual fit, both parties negotiate and establish an agreement that outlines the scope of the advisory relationship. This includes:

  • The frequency and duration of advisory engagements
  • Compensation terms
  • Expectations regarding confidentiality
  • And any specific deliverables or goals

What does an advisory engagement look like?

It can be one-on-one consultations, strategic workshops, technology reviews or participation in advisory boards. The CTO provides strategic insights, guidance and recommendations. These are based on their technological/technical expertise to help the company address specific challenges or leverage opportunities.

The CTO commonly maintains an ongoing relationship with the company as an external advisor. They continue to provide strategic advice, stay informed about industry trends, offer technology-related insights and contribute to the company’s decision-making processes.

The advisory relationship evolves based on the company’s changing needs and, of course, the CTO’s availability and expertise.

4. Independent Board Membership

In rare instances, CTOs may attain board positions as independent members. In such a capacity, they are contributing their technological insights and perspectives to companies across various industries. Independent board members often possess diverse expertise that complements the existing board composition.

For example, Padmasree Warrior, the former CTO of Cisco Systems, served as an independent board member for Microsoft, Spotify and other prominent companies. Her experience and knowledge in technology, digital transformation and corporate strategy were valuable assets for these organisations.

The process is closely similar to the external appointment for strategic advisory.

While these are the most common ways for CTOs to get on a board of directors, it’s important to note that various factors can influence the path. These factors include the individual’s accomplishments, industry dynamics and the specific needs and preferences of the company.

But do consider one universal factor – it is more likely for certified CTOs to be considered for these positions.

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