01—Abstract
Summary
Summary of the 8-K filed November 3, 2025. Cited figures are marked; the original filing is the authoritative source.
On November 3, 2025, MongoDB, Inc. (MDB) furnished an Item 2.02 notice with a press release containing preliminary, unaudited results for the third quarter ended October 31, 2025.
The company said it expects to exceed the high end of its third-quarter fiscal 2026 guidance for revenue, non-GAAP income from operations, and non-GAAP earnings per share, driven by continued strength in Atlas. Finalized Q3 FY2026 results are scheduled to be reported on December 1, 2025, and the preliminary figures remain subject to revision because they have not yet been reviewed by the independent auditor. The filing also discloses a CEO transition under Item 5.02.
Dev Ittycheria notified the company on October 29, 2025 of his intent to resign as President and Chief Executive Officer, effective November 9, 2025. Chirantan "CJ" Desai, formerly President of Product and Engineering at Cloudflare and previously President and COO at ServiceNow, will become President, CEO and a director effective November 10, 2025. Ittycheria will serve as an advisor under a one-year advisory agreement, remain on the Board until November 9, 2026, and receive a $100,000a annual salary.
His unvested equity awards continue to vest until October 2, 2026, and awards scheduled to vest later will be forfeited. Desai's offer letter provides a $500,000b starting base salary, a 70% target cash bonus, a $2,500,000 sign-on bonus, and grants of $15,000,000 in service-vesting RSUs and $17,500,000 in performance-based RSUs.
Severance terms include 12 months of base salary and COBRA premiums, with enhanced change-in-control protections. The offer letter and advisory agreement will be filed with the Form 10-Q for the quarter ended October 31, 2025.
02—Key points
Key Highlights
- Preliminary Q3 FY2026 results (quarter ended October 31, 2025) are expected to exceed the high end of guidance for revenue, non-GAAP income from operations, and non-GAAP EPS, driven by Atlas strength.
- Finalized Q3 FY2026 results are scheduled for release on December 1, 2025; preliminary figures are unaudited and subject to revision.
- CEO Dev Ittycheria, who led the company since 2014, is resigning effective November 9, 2025 and will remain on the Board and as an advisor through November 9, 2026.
- Chirantan "CJ" Desai becomes President, CEO and director effective November 10, 2025, following a search supported by an executive search firm.
- Desai's compensation package includes a $500,000 base salary, 70% target bonus, $2,500,000 sign-on bonus, $15,000,000 in service-vesting RSUs, and $17,500,000 in performance-based RSUs.
- Ittycheria's unvested equity vests only through October 2, 2026 under the advisory agreement; later-vesting awards will be forfeited.
- Chairman Tom Killalea stated the board gave unanimous support to Desai's appointment.
03—Questions
Frequently Asked Questions
Why is MongoDB's CEO leaving?
The filing states that Dev Ittycheria notified the company on October 29, 2025 of his intent to resign as President and CEO effective November 9, 2025. The press release says he, after 11 years leading MongoDB, decided to retire from a full-time operating role.
What is Ittycheria's role after he steps down?
He will remain an employee during a one-year advisory term ending November 9, 2026, providing informal consultations to the CEO, executive team and Board. He will continue as a director until November 9, 2026 without additional director compensation, and receive a $100,000 annual salary and a fiscal 2026 bonus based on performance.
Who is the new CEO and what is his pay?
Chirantan "CJ" Desai, formerly President of Product and Engineering at Cloudflare and earlier President and COO at ServiceNow, takes over effective November 10, 2025. His offer letter sets a $500,000 base salary, a 70% target cash bonus, a $2,500,000 sign-on bonus, and $15,000,000 in service-vesting RSUs plus $17,500,000 in performance-based RSUs.
What did MongoDB say about its third-quarter results?
On a preliminary, unaudited basis, MongoDB expects to exceed the high end of its Q3 FY2026 guidance for revenue, non-GAAP income from operations, and non-GAAP earnings per share, driven by continued strength in Atlas. The company cautions that these results have not been reviewed by its independent auditor and may change materially.
What severance protections does the new CEO have?
If terminated without cause or resigns for good reason, Desai receives 12 months of base salary continuation and 12 months of COBRA premiums, subject to a release of claims. If this occurs within three months before or 12 months after a change in control, he also receives a target cash bonus amount, a prorated bonus, any unpaid prior-year bonus, and accelerated vesting of time-based and performance-based equity awards.
04—Continue