Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(d)
On January 18, 2023, the Board of Directors (the "Board") of CrowdStrike
Holdings, Inc. (the "Company") appointed Johanna Flower as a member of the Board
to serve until the 2023 annual meeting of the Company's stockholders, effective
immediately, and increased the number of directors serving on the Board from
eight to nine.
Ms. Flower, 48, served as CrowdStrike's Chief Marketing Officer from January to
November 2022, a role she previously held from November 2014 to August 2020. Ms.
Flower focused on board service and advising companies between September 2020
and December 2021, and currently serves on the board of directors of Freshworks,
Inc., a provider of modern software-as-a-service products, ForgeRock, Inc., a
digital identity technology company, and several privately held companies. Ms.
Flower holds a B.A. in Business Administration from University of Brighton,
United Kingdom.
As a non-employee member of the Board, Ms. Flower will receive compensation for
her service in accordance with the Company's Outside Director Compensation
Policy. In addition, the Company entered into its standard director
indemnification agreement with Ms. Flower.
There is no arrangement or understanding with any person pursuant to which Ms.
Flower was appointed as a member of the Board, and there are no family
relationships between Ms. Flower and any director or executive officer of the
Company. Additionally, there are no related persons transactions between Ms.
Flower and the Company and/or its subsidiaries that would be required to be
reported under Item 404(a) of Regulation S-K. Due to Ms. Flower's previous
employment with the Company, Ms. Flower is not currently independent under
applicable Nasdaq listing rules.
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