iRobot, a robotic technology-based solutions company, has appointed Michael Bell to its board of directors, effective immediately. He will stand for election at the upcoming iRobot Annual Meeting of Shareholders. The Board has also named Deborah Ellinger as lead independent director, effective immediately.
Bell currently serves as chief executive officer, as well as a board member, of Silver Spring Networks, a networking platform and solutions provider for smart energy networks, a position he has held since September 2015. Bell has been deeply involved in the development of several market-making technology products in senior leadership positions at Apple, Palm, and Intel. Notably, he was responsible for founding and developing a new group at Intel focused on smart technology and connected devices.
In addition, iRobot announced the following corporate governance enhancements:
Declassification of the board: iRobot will seek shareholder approval at the Annual Meeting to declassify its board.
Adoption of proxy access for shareholders: iRobot has amended its bylaws to provide proxy access for eligible iRobot shareholders. iRobot's bylaws now allow holders of at least three percent of iRobot's stock who have held the shares for at least three years to include nominees for iRobot's board of directors in the company's proxy materials.
Elimination of supermajority voting requirements: iRobot will seek shareholder approval at the Annual Meeting to eliminate supermajority voting requirements in its governing documents relating to removal of directors and amendments to iRobot's certificate of incorporation and bylaws.
Codification of lead independent director: iRobot has amended its bylaws to codify that a lead independent director will be appointed when the company's CEO is also its chairman. iRobot has had a lead independent director since its 2005 IPO.