Guide to Board of Trustees Session Types:
- Closed Executive Session: Board members and staff only.
- Open to Observers Session: local and remote attendees are welcome to listen in.
- Open Forum Session: local and remote attendees are welcome to ask questions, provide input, and discuss with the board.
Note: there were no Open Forum Sessions scheduled for this meeting.
Trustees Present:
Ted Hardie, Chair
Olufunke Baruwa
Ramanou Biaou
Brian Haberman
Maureen Hilyard
Russ Housley
Victor Kuarsingh
Barry Leiba
Charles Mok
Kathleen Moriarty
Caleb Ogundele
Laura Thomson
Sagarika Wickramasekera
Sally Wentworth, President and CEO, non-voting
Staff Members Present:
Yogesh Khanna, Managing Director, Internet Society (ISOC)
Ilona Levine, General Counsel and Corporate Secretary, ISOC
Chris Locke, Managing Director, ISOC Foundation
Sae Park, Chief Financial Officer, ISOC
Lauren Terrell, Director of Governance, ISOC
1. Welcome and Declaration of Conflicts – Ted Hardie
Mr. Hardie called the ISOC Foundation Board of Trustees meeting to order in Open to Observers Session on Saturday, 9 November 2025 at 14:00 UTC.
Mr. Hardie acknowledged the meeting was being held on the traditional and unceded territory of the Kanien’keha:ka (Mohawk), at a place called Tio’tia:ke (Montreal), a meeting place for many First Nations, including the Haudenosaunee (Six Nation Confederacy), Anishinabeg, and Algonquin peoples.
Mr. Hardie called for any conflicts; none were declared.
2. Foundation Update – Chris Locke
Mr. Locke provided a comprehensive update on the Foundation’s Q3 2025 progress, highlighting key achievements across all strategic areas. The Foundation reported strong performance with 23 success measures in progress and 18 achieved out of 41 total measures.
Key highlights included: empowerment with 2,874 learners trained by partners and chapters, exceeding the target of 1,000; philanthropy with $12,740,422 in grant funding committed, surpassing the $12,000,000 target; and revenue generation with significant success in co-funding and over $18 million raised.
Discussion ensued. Trustees inquired about the criteria to be used in assessing which organizations to help in 2026, as well as the Organization Member strategy, including how to expand ISOC’s reach and network to find new organizations in other sectors.
Following a short break at 14:50 UTC, the meeting resumed in Open to Observers Session at 15:06 UTC.
3. Presentation of the 2026 Action Plan – Chris Locke
Mr. Locke presented the comprehensive 2026 Action Plan, outlining four strategic priorities:
- Cultivating future Internet leaders – targeting 11,000 people trained online and in person.
- Impactful giving – committing $13 million for ISOC and Foundation grant programs.
- Recognized global brand – developing a unified communications strategy.
- Revenue generation – expanding corporate funding and organizational membership.
Discussion ensued. Trustees inquired into success measurements for the fellowship programs and interrelationships between fellows, plans for expanding capacity building for impactful giving, the employee giving initiative, and amplifying the impact of our community and our collective body of work.
The Open to Observers session concluded at 15:44 UTC and the meeting convened in Closed Executive Session where the following topics were addressed.
4. CFO’s Report: Q3 Financial Update – Sae Park
Ms. Park presented the third quarter financial results.
5. Presentation of the 2026 Budget – Sae Park
Ms. Park presented the proposed 2026 budget.
6. Finance Committee Report – Victor Kuarsingh
Mr. Kuarsingh presented the Finance Committee report.
Closed Executive Session business concluded at 16:10 UTC. Following a break, the meeting returned to Open to Observers Session at 16:45 UTC.
7. Approval of the Action Plan, Budget, and Board Designated Funds – Ted Hardie
Resolution F2025-X: Approve the 2026 Action Plan and Budget
RESOLVED, that the Internet Society Foundation Board of Trustees approves the 2026 Action Plan and Budget as presented.
The resolution passed unanimously.
Resolution F2025-X: Approve Board Designated Funds for Internet Society Foundation Programs
RESOLVED, that the Internet Society Foundation Board of Trustees hereby approves designating a total of $18,500,000, using the remaining balances in its reserves, for Philanthropic programs’ 2026 awards as outlined below:
- $9,850,000 to fund its Philanthropic programs in SCILLS, Research, Beyond the Net, Chapters, IGFs, Connectivity and Safer Internet
- $1,050,000 to fund the Opportunities fund; and
- $7,600,000 to fund IETF Administration LLC
The resolution passed unanimously.
8. Approval of Amendments to the Investment Policy – Victor Kuarsingh
Resolution F2025-X: Approve the Amended Internet Society Foundation Investment Policy
WHEREAS, via Resolution F2023-9, the Board of Trustees approved the amended Internet Society Foundation Investment Policy;
WHEREAS, the Finance Committee is responsible for reviewing and recommending any changes to the Investment Policy to ensure it remains aligned with current market conditions, legal requirements, and the Internet Society Foundation’s objectives;
WHEREAS, the Finance Committee has reviewed and recommended proposed revisions by the investment managers;
RESOLVED, that the Internet Society Foundation Board of Trustees approves the amended Internet Society Foundation Investment Policy as presented.
The resolution passed unanimously.
9. Approval of Various Foundation Governing Documents – Sally Wentworth
a. Extraordinary Grant Investment Request Policy
Resolution F2025-X: Approve Amendments to the Extraordinary Grant Investment Request Policy
WHEREAS, via Resolution F2021-16, the Internet Society Foundation Board of Trustees adopted an Extraordinary Grant Investment Request Policy outlining and authorizing specific actions the Executive Director could take;
WHEREAS, due to the recent restructuring of the Executive Director role, policy details have been updated;
RESOLVED, that the Internet Society Foundation Board of Trustees hereby adopts the amendments to the Extraordinary Grant Investment Request Policy as presented.
The resolution passed unanimously.
b. Signature Authority and Delegation of Authority Policy
Resolution F2025-X: Approve Amendments to the Signature Authority and Delegation of Authority Policy
WHEREAS, via Resolution F2022-17, the Internet Society Foundation Board of Trustees adopted a Signature Authority and Delegation of Authority Policy outlining and authorizing specific actions the Executive Director could take;
WHEREAS, due to the recent restructuring of the Executive Director role, policy details have been updated;
RESOLVED, that the Internet Society Foundation Board of Trustees hereby adopts the amendments to the Signature Authority and Delegation of Authority Policy as presented.
The resolution passed unanimously.
c. Foundation Compensation Committee Charter
Resolution F2025-X: Approve Amendments to the Compensation Committee Charter
WHEREAS, the Compensation Committee Charter outlines specific oversight responsibilities in regard to the Executive Director role;
WHEREAS, due to the recent restructuring of the Executive Director role, oversight responsibilities have changed;
RESOLVED, that the Internet Society Foundation Board of Trustees hereby adopts the amendments to the Compensation Committee Charter as presented.
The resolution passed unanimously.
10. Approval of Board Meeting F33 Minutes (7 September 2025) – Ted Hardie
Resolution F2025-X: Approve the Minutes of the 33rd Internet Society Foundation Board Meeting
WHEREAS, the Internet Society Foundation Board of Trustees has reviewed the minutes of the 33rd board meeting as presented;
RESOLVED, that the minutes of the 33rd meeting of the Internet Society Foundation Board of Trustees are approved.
The resolution passed unanimously.
11. Adjournment – Ted Hardie
With no other business, Mr. Hardie adjourned the meeting at 16:50 UTC.