Minutes:2025-06-18
Location: Virtual
Board of Trustees present: Nataliia Tymkiv (Chair), Kathy Collins (Vice Chair), Lorenzo Losa (Vice Chair, Chair-Elect), Esra’a Al Shafei, Shani Evenstein Sigalov, Luis Bitencourt-Emilio, Victoria Doronina, Maciej Nadzikiewicz, Raju Narisetti, Christel Steigenberger, Jimmy Wales
Board of Trustees absent: Mike Peel
Non-Board members present: Maryana Iskander (Chief Executive Officer), Jaime Villagomez (Chief Advancement Officer, Treasurer), Anusha Alikhan (Chief Communications Officer), Courtney Bass-Sherizen (Chief People Officer), Selena Deckelmann (Chief Product and Technology Officer), Nadee Gunasena (Chief of Staff), Margo Lee (Deputy Chief of Staff), Mayur मयूर (Senior Director, Movement Communications), Lisa Seitz Gruwell (Chief Advancement Officer), Stephen LaPorte (General Counsel), Kaarel Vaidla (Lead Movement Process Architect), James Baldwin (Senior Director, Finance Strategy and Planning), Amanda Bittaker (Chief of Staff to the Chief Product and Technology Officer), Jorge Vargas (Senior Director, Community Resources and Partnerships), Kadeem Khan (Data Scientist), Maggie Dennis (Vice President, Community Resilience and Sustainability), Maryana Pinchuk (Principal Product Manager), Paloma Thombley (Vice President, People Experience), Suman Cherukuwada (Deputy Chief Product & Technology Officer)
Invited guests: Risker (Neutral Point of View working group), GorillaWarfare (Product and Technology Advisory Council), Matt Thompson, Jon Huggett
Welcome / Agenda Overview / Board Business
Lorenzo Losa, Chair Elect and Vice Chair, called the meeting to order, welcomed everyone to the meeting, and reviewed the agenda. There were two invited guests, User:Risker and User:GorillaWarfare. Risker joined as a representative of the Neutral Point of View working group and GorillaWarfare joined as a member of the Product and Technology Advisory Group.
After a motion made by Kathy Collins and seconded by Raju Narisetti, the Board unanimously approved the consent agenda.
Raju Narisetti, Governance Committee Chair, provided an update on the Board selection process. The committee, with the Elections Committee, has discussed a number of goals and will be testing new approaches in the upcoming election designed to streamline the process for candidates and voters. On behalf of the Board, Raju thanked the many volunteers and staff members who make this process happen every year.
Lorenzo Losa, on behalf of the Executive Committee, shared a process change recommendation for approving new chapters and thematic organizations. The Office of the General Counsel will now approve chapter and thematic organization applications, based on AffCom’s recommendations, after a brief period of notice for the Board of Trustees. This will no longer require a formal Board resolution, with Wikimedia Georgia being the first application to follow this process. The Office of the General Counsel is already a key part of the review process. Staff is working with the Affiliations Committee to update the relevant documentation on the chapter approval process.
Neutral Point of View Working Group
The Neutral Point of View (NPOV) working group was launched earlier this year with a focus on Strengthening Wikipedia's a Neutral Point of View. The working group represents the Wikimedia Foundation Board leadership, the Community Founder, an experienced editor, steward, and supported by researchers. Kaarel Vaidla, Lead Movement Process Architect, presented an overview of NPOV policies across Wikipedias. The Board will have another discussion at the August meeting with additional recommendations from the working group. The Board also heard reflections from Jimmy Wales on the history of neutral point of view.
Annual Plan and Budget
The Board heard from several staff members on topics in the Annual Plan. Lisa Seitz Gruwell, Chief Advancement Officer, and Jaime Villagomez, Chief Financial Officer, discussed the organization's financial model. The organization has a mix of short-term revenue streams (like banners), multi-year streams (like recurring donations and multi-year Enterprise contracts), and long-term streams (like planned giving to the Wikimedia Endowment). The organization also regularly presents multi-year forecasts to the Audit Committee and Board to provide clarity on the financial position of the organization and available resources to plan for longer time horizons.
Staff presented updates to the Board on the three pilot projects. Selena Deckelmann, Chief Product and Technology Officer, and GorillaWarfare, Product and Technology Advisory Council (PTAC) member, shared reflections on the early work of the PTAC and the community response to requests for feedback. PTAC is a new approach and experiment in ways of working. Jorge Vargas, Senior Director, Community Resources and Partnerships, provided an update on the newly formed Global Resources Distribution Committee (GRDC), which will have its first in person meeting at Wikimania. The GRDC is a two-year pilot to test managing the Wikimedia Community Fund, setting resource distribution policies and standards, principles for distributing funds between regions and themes, and structuring Regional Fund Committees. Jorge also provided an update on the Movement Ecosystem pilot. As a first step in this process, the Wikimedia Foundation and a group of experienced co-authors with affiliate background have been drafting a paper that will look at the history and current status of affiliates, hubs, and other organizations. It will propose key questions to clarify roles and responsibilities, and to suggest focus areas for affiliates. The paper will be published in July for consultation.
Staff also provided highlights on the work of the 2024-2025 annual plan which included changes to the wishlist which is now always open, publishing the results of the first Digital Services Act (DSA audit), and publishing risk preparedness in the Foundation’s annual plan.
James Baldwin, Senior Director, Financial Planning and Strategy, presented an overview of the budget. The 2025-2026 budget supports the annual plan as part of a sustainable multi-year financial plan. The budget plans for modest revenue growth, funding high-priority investments, and effectively managing risk.
The budget includes $207.5 million in revenue and $208.5 million in expenses – including activities related to the Wikimedia Enterprise business, the Wikimedia Foundation’s activities in support of the Wikimedia Endowment, and $1 million of non-recurring programmatic expenses to be funded through the reserve. The working capital reserve provides the ability to respond to unplanned or unexpected changes in the tax, regulatory or policy environment. In this year’s plan, the reserve will remain within the Board approved target of 12 to 18 months of operating expenses, ending FY25-26 with a target of about 15.5 months.
Trustees were given an opportunity to provide feedback on the Annual Plan in advance, which Kathy Collins, Vice Chair, and Nadee Gunasena, Chief of Staff, reviewed with the Board.
After a motion made by Jimmy Wales and seconded by Maciej Nadzikiewicz, the Board unanimously approved the Annual Plan and budget.
Wikimania 2025
Staff provided a brief “look ahead” to this year’s Wikimania, which will be held in Nairobi, Kenya. The Board expressed gratitude and thanks to the Core Organizing Team and staff for the preparation and planning for the event.
The Board continued in Executive Session.