Jan 2, 2019 · 20m · a16z
a16z Podcast | Boards, from Both Sides of the Table
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gold bands on the timeline = statements, start to end. Hover to read, click to jump. CC turns on captions
In this episode of the a16z Podcast, PagerDuty CEO Jennifer Tejada joins Andreessen Horowitz operating partner Margit Wennmachers to share actionable insights on board governance, securing corporate board seats, navigating boardroom dynamics, and effectively managing boards as a CEO.
How this conversation actually went
Every chapter scored 0–10 on four independent dynamics. Hover any point for the reasoning behind the score. How this is scored →
The host as informed peer 2.5 Guest teaching 2.8 Guest disagreement 0.3 The host pushing back 0.3
speaking balance: gold is the host, purple is the guest (3 minute bins)
Sharpest disagreement ▶ 18:07 Reframe on where real strategy happens
Jennifer directly corrects the common misperception that highest-order strategy happens in the boardroom, clarifying that it actually occurs in the management room.
Hardest push from the host ▶ 17:35 Calling out dog and pony show board meetingsMargit directly challenges standard board meeting utility by describing them as potentially useless 'dog and pony' performances for the management team.
Biggest teaching moment ▶ 10:38 Educating on the operator to board member transitionJennifer educates the host on the psychological shift needed when moving from operator to director, noting directors must make calls with 30-40% less information.
The host holds their own ▶ 5:00 Distilling core board principlesMargit demonstrates strong topic grasp by instantly synthesizing Jennifer's lengthy anecdote into two crisp executive takeaways on expertise and active help.
the scores for every segment, with the reasoning behind each
| Chapter | Topic | The host as informed peer | Guest teaching | Guest disagreement | The host pushing back | Why |
|---|---|---|---|---|---|---|
| First Board Experience: Non-Profit Chairmanship and Early Lessons | 2 | 2 | 0 | 0 | Margit asks inviting narrative questions about Jennifer's trajectory onto her first non-profit and corporate boards. Jennifer shares how taking on an Australian board seat required relying on subject matter expertise and operator empathy. The dynamic is entirely collaborative and conversational. | |
| Due Diligence, Mutual Value, and Operator Empathy | 3 | 3 | 0 | 0 | Margit synthesizes key actionable takeaways on subject matter expertise before prompting Jennifer on interviewing dynamics. Jennifer explains her transition from an operator mindset to a board role, offering key questions to ask. Margit maintains an supportive, inquisitive stance throughout. | |
| Sitting on Both Sides: Managing a Board as CEO | 2 | 3 | 0 | 0 | Margit sets up the topic of sitting on both sides of the table as CEO and board member. Jennifer delivers an extended breakdown on managing boards, establishing transparency, and avoiding surprises. Margit briefly validates Jennifer's points without challenging her framing. | |
| Board Composition and the Value of Operator Experience | 3 | 3 | 1 | 1 | Margit introduces a common board critique regarding meetings being a 'dog and pony show.' Jennifer clarifies that real strategic work happens in the management room, comparing PE-backed board rigor to an Olympic trainer. The interaction remains a mutually respectful peer exchange. |
Statements from this episode (13)
Tejada: Board governance requires a different mindset than direct operational leadership
“Probably my great learning there was that you gain a lot of insight by not being in the middle of everything, and so being sort of on the fray of how something operates and supporting the operating team is, is, exercise is a very different muscle than being in…”
Tejada: Australia's business market lags 10 to 15 years behind the US
“Everything's in like a 10, 15 year time warp from the U.S.”
Tejada: Diligence requires valuing a business independently rather than trusting others
“My learning model is to diligence something almost from the ground up and figure out How I would value that business as opposed to taking somebody else's word for it.”
Tejada: Board candidates should perform mutual due diligence on prospective boards
“And you also, if you can find a way to get to know those people in the process before you're in a room with those people, that is super helpful because there should be diligence on both sides of that equation, not just on their side or on your side.”
Tejada: Board members should frame questions to help operating teams find answers
“When you ask a question that is going to help The operating team get to a better answer, and that served me very well.”
Tejada: Board members must make decisions despite having incomplete operational context
“The thing you have to remember when you're sitting in a boardroom is you know, a small fraction of what's actually going on in that business. You do not feel any of the pressure that that management team is feeling from all of the different stakeholders, emplo…”
Tejada: Serving as an independent board member makes executives better CEOs
“Being a board member makes me a better CEO.”
Tejada: All PagerDuty board members except the CEO were conflicted during fundraising
“Today, my board
Looks like a lot of venture backboards.
We have two founders and two investors and me.
It has to change because just think of the conflict, right?
I just raised around.
Everybody on the board was conflicted except me.”
Tejada: Board transparency means avoiding surprises rather than sharing every operational detail
“So being transparent doesn't mean telling your board everything.
Right.
But it means making sure that there are no surprises.”
Tejada: Former operators understand board trade-offs better than pure investors
“When you're having conversations around executive comp or employee stock plans or et cetera, it's really great to have somebody in the room that has been through that process and really understands the trade-offs in the way an investor just may not be able to …”
Wennmachers: Proactively helping respected peers is key to securing board seats
“For folks who are trying to get to the invitation of being on a board, I think one good path is just to be insanely helpful to a set of people that you respect, right? Because that, that's just, you kind of show the work and action is, is I think maybe a good …”
Tejada: All communications between the board and management must CC the CEO
“So we have a principle that if my team talks to the board, they copy me. And if my board talks to the team, they copy me.”
Tejada: Private equity board members act like Olympic fitness trainers
“Working in a private equity-backed business is like working for an Olympic fitness trainer, right? They're not your coach. They're the people that are going to beat the crap out of you and make you stronger, faster, smarter, etc.”