The way we run our business is driven by kindness, going above and beyond what’s simply required to ensure that positive impact shines through in all that we do, even where it's not always expected. In 2021, our Board became more diverse and experienced and we continued to pay fair taxes where we do business as responsible members of communities where we operate. We enhanced our Integrity & Compliance programs and leveraged our enterprise risk program to identify and link enterprise-level risks with company strategic objectives.

Highlights Graphic for the Governance Pillar

Maintaining a governance structure focused on
creating long term shareholder value, transparency,
and robust decision-making processes
Doing business responsibly and ethically, and
expecting the same of our partners
Integrating a robust enterprise risk framework to
anticipate, identify, prioritize, and manage material
risks to business objectives

50% of independent directors on Board are women
25% of  independent directors on Board are BIPOC
99% completion rate for Code of Conduct training.

Board Structure

Snap’s Board consists of two executive officers and eight independent directors. The Chairperson of Snap’s Board is non-executive and independent. We have three standing Board committees: Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee. All are chaired by and composed of independent directors. Of our eight independent directors, four identify as female, and two are BIPOC. 
Image showing the members of Snap's Board of Directors in with 3D Bitmoji Headshots. List of board members:

Evan Spiegel 
Robert Murphy 
Michael Lynton 
Kelly Coffey 
Joanna Coles 
Liz Jenkins 
Stanley Meresman 
Scott D. Miller 
Poppy Thorpe 
Fidel Vargas

Stock and Voting Structure

Snap has three classes of common stock. Class A stock is non-voting and is listed on the New York Stock Exchange as our only class of publicly traded stock. Holders of our Class B and C common stock are entitled to one vote and ten votes per share, respectively, and must convert their voting shares into Class A common stock to sell them on the NYSE. Our co-founders currently have a majority voting control over matters submitted to our stockholders for approval.
While we recognize that this type of founder control is not typically favored by certain stakeholders, we believe this structure helps us withstand the short-term pressures of the quarterly earnings cycle so we can pursue our long-term vision for Snap.
Image of a large yellow Snap Inc. banner hung on the front of the New York Stock Exchange building from the day Snap Inc. went public as a company.

Integrity and Compliance

People don’t usually think about kindness as a part of business strategy. For Snap, it’s central to how we grow our business and work as a team to serve our community and partners. At Snap, being kind is one of our core values. We don’t disrupt things first and fix them later, we bring care and long-term thinking into how we solve problems from the start.
In 2021, we increased the number of training offerings and updated our Code of Conduct, titled “Guide to Kind Business. 

Tax Strategy

At Snap, we view tax not just as a legal obligation but as a way to appropriately support the communities where we operate — in other words, we view it as part of our overall corporate mission. We want to earn the trust of our customers, business partners, and the public, and our tax philosophy is a part of that. But we also want to do the right thing even when no one is looking. We want our tax structure to follow the commercial substance of our business — we don’t want tax considerations pushing our business to do things it wouldn’t normally do.
We don’t and won’t operate in tax havens, and do not have any stateless or “nowhere” income that is not taxed. Our profits are fully subject to tax in jurisdictions where we have substantive business operations.

Data Governance

Snap invests significant resources into data governance, integrity, and accuracy. These efforts give us confidence in the data that we report to the public and use for our own business decisions. We see providing accurate data, along with helping the industry establish standards, as core to our company’s integrity.
Snap is taking a leading role in seeking to create robust industry self-regulation around user metrics and other non-financial metrics.
Image depicting the data governance process flow.

Enterprise Risk

Our Enterprise Risk Management (ERM) program provides a structure that links enterprise-level risks with company strategic objectives. ERM helps achieve this vision by providing a framework to anticipate, identify, prioritize, and manage material risks to business objectives. ERM institutionalizes risk management procedures in the organization by standardizing the tools, methodology and processes to monitor risks.
Through our risk assessment process, we’ve identified 199 total enterprise level risks, many of which fall into the Environment, Social and Governance (ESG) space. While all of these risks are important to Snap, we prioritize the list to identify the top 10 enterprise level risks which are assigned an executive sponsor and tracked more closely.

Download the CitizenSnap Report

We recount our efforts, our shortcomings, and offer a way forward.