Automattic's interim CEO and legal chief signed reciprocal severance deals

Automattic’s board put CEO Matt Mullenweg on paid leave on September 9 and he was restored to the role about 33 hours later; three directors who voted to remove him have since left. During that interim window, CFO Mark Davies, who served as interim CEO, and Chief Legal Officer Andy Missan executed reciprocal severance agreements for each other effective September 10. The pacts promise a lump-sum payment of 12 months’ base salary, accelerated equity vesting, the right to exercise vested options, and a year of health coverage. After Mullenweg’s return he fired Davies and Missan, leaving Automattic potentially on the hook for about $8.15 million in combined accelerated equity and salary payments. Automattic replaced outside counsel with Susman Godfrey and is evaluating whether to pay or legally contest the deals; attempts to reach Davies and Missan were unsuccessful.

The agreements require signed releases and impose confidentiality, nonsolicitation and other post-employment restrictions, and define “cause” narrowly - limited to gross negligence causing material harm, knowing fraud, certain legal violations, material confidentiality/IP breaches, or felonies involving moral turpitude - with a 60‑day notice and 30‑day cure process and majority‑board determination. Davies’ contract also bars claiming “Good Reason” over removal from the interim CEO role so long as he remains CFO, a provision that appears tailored to his temporary promotion. Observers frame the events either as board protections amid a governance crisis (and the company’s WP Engine litigation and spoliation allegations) or as a maneuver to create a brief window of control; Automattic is now assessing legal options.