Vikas Mehta
About Vikas Mehta
Vikas Mehta, age 49, has served as ACV Auctions’ Chief Operating Officer since January 2019, following senior operating roles at eBay in North America and Europe and earlier positions at Kijiji and Allstate; he holds a B.S. in chemical engineering from the University of Florida and master’s degrees in chemical engineering and technology policy from MIT . Under ACV’s leadership team, ACV delivered 2024 revenue of $637M (+32% YoY) and its first year of positive Adjusted EBITDA ($28.1M), while marketplace units grew 24% YoY—signaling operational execution in a challenging wholesale market . Pay-versus-performance disclosures show cumulative TSR since IPO was $71 vs. peer group $132 at 2024 year-end, framing the equity-linked nature of senior incentives and investor alignment . ACV has increased the use of at-risk equity, adding PSUs in 2024 and moving to rTSR-linked PSUs in 2025 to tighten pay-for-performance alignment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| eBay | Payments Lead, Americas | Jun 2018 – Jan 2019 | Led payments initiatives in the Americas, operational and commercialization oversight |
| eBay | General Manager, Consumer Business Germany | Jun 2015 – May 2018 | Ran German consumer business, driving marketplace operations and growth |
| Kijiji (eBay subsidiary) | Chief Operating Officer | Not disclosed | Led Canada’s largest classifieds platform; operating scale and marketplace efficiency |
| Allstate | Manager, Sourcing Strategy | Not disclosed | Procurement and sourcing strategy; process optimization |
External Roles
No public company board roles or external directorships disclosed in executive biography .
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $440,000 | $440,000 |
| Target Bonus (% of base) | 90% | 90% |
| Actual Annual Bonus Payout ($) | $407,880 (paid as fully vested RSUs Feb-2024) | $504,900 (paid as fully vested RSUs Mar-2025) |
| RSUs granted for annual bonus (#) | 29,197 RSUs | 34,046 RSUs |
| Perquisites (annual) | $3,237 total (LTD insurance $2,037; phone $1,200) | $3,237 total (LTD insurance $2,037; phone $1,200) |
| ESPP Participation | Elected to participate (current offering period Dec 1, 2024–May 31, 2025) |
Performance Compensation
| Metric | Weight | Threshold | Target | Stretch | Actual (FY2024) | Payout Factor |
|---|---|---|---|---|---|---|
| Revenue ($) | 50% | 625.0M | 653.4M | 673.6M | 657.4M | 110% |
| Adjusted EBITDA ($) | 50% (with gate) | 25.0M | 29.0M | 37.5M | 36.8M | 145% |
| Overall Payout | — | — | — | — | — | 127.5% of target |
Long-term incentives:
- RSUs: 140,608 shares granted May 28-29, 2024; vest 1/16 quarterly over 4 years beginning July 1, 2024, subject to continued service .
- PSUs: 60,912 shares granted May 29, 2024; vesting requires a 30-trading-day average stock price to meet the Stock Price Condition by July 1, 2027; vest schedule depends on when the condition is met; payout range 0–100% .
- Program evolution: ACV introduced PSUs in 2024 and will use rTSR for newly granted PSUs in 2025 to align with market performance .
Equity Ownership & Alignment
Beneficial ownership (as of April 2, 2025):
- Shares beneficially owned: 175,185; less than 1% of shares outstanding (170,504,190 Class A shares) .
Outstanding equity awards (as of Dec 31, 2024):
| Award Type | Grant Date | Unvested Shares (#) | Market Value ($) |
|---|---|---|---|
| RSUs | Feb 24, 2021 | 46,406 | 1,002,370 (at $21.60) |
| RSUs | Jun 2, 2022 | 21,248 | 462,845 |
| RSUs | Mar 31, 2023 | 125,000 | 2,700,000 |
| RSUs | May 28, 2024 | 123,032 | 2,657,491 |
| PSUs | May 29, 2024 | 60,912 | 1,315,699 (payout-value reference) |
Vesting and exercises:
- 2024 vesting: 232,442 shares vested; realized value $4,079,463 (stock awards) .
- 2024 option activity: 206,147 options exercised; value realized $2,707,342; no options remaining outstanding at year-end for Mehta .
Policies and alignment:
- Hedging and pledging: Prohibited (no margin purchases, pledging, derivatives, short sales) .
- 10b5-1 trading plans: All executive officers are required to trade under Rule 10b5-1 plans per ACV’s policy .
- Ownership guidelines: ACV has initiated share ownership guidelines for executives (implementation in process) .
Employment Terms
| Scenario | Cash Severance | Bonus | COBRA | Equity Acceleration |
|---|---|---|---|---|
| Regular termination (without cause; outside CoC period) | 9 months base salary | None | Up to 9 months premiums | None |
| Change-in-control termination (without cause/for good reason within CoC window) | 12 months base salary | 100% of annual target bonus | Up to 12 months premiums | Time-based awards accelerate; PSUs vest per award terms; if awards not assumed in a CoC, acceleration can occur |
Additional provisions:
- Non-compete and non-solicit: One year post-termination under employee covenants .
- No single-trigger vesting on CoC; acceleration generally requires termination (double-trigger) .
- Clawback: Mandatory recovery of incentive compensation in the event of material financial restatement per SEC/NYSE rules .
Performance & Track Record
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenue ($) | $481M | $637M |
| Adjusted EBITDA ($) | $(18.2)M | $28.1M |
| Marketplace Units (#) | 598,767 | 743,008 |
| Cumulative TSR since IPO (value of $100) | $48 (2023 YE) | $71 (2024 YE) |
| Peer Group TSR (value of $100) | $126 (2023 YE) | $132 (2024 YE) |
Say-on-pay and peer benchmarking:
- 2024 say-on-pay approval >99%, supporting ACV’s compensation framework .
- Peer group used for benchmarking includes online marketplaces and SaaS names (e.g., CarGurus, Cars.com, OpenLane, AppFolio, Rapid7, Sprout Social); Compensia advises on design and market alignment .
Compensation Structure Analysis
- Mix shift toward equity and at-risk pay: 2024 equity awards for Mehta comprised time-based RSUs and PSUs; total stock awards $3.48M vs. salary $0.44M, underscoring long-term equity emphasis .
- Introduction of PSUs: Adds performance gate tied to stock price averages; payout can be zero if condition unmet by July 1, 2027 .
- Annual bonus rigor: 50/50 weighting on GAAP revenue and Adjusted EBITDA with EBITDA threshold as a gate; 2024 payout at 127.5% reflects outperformance on EBITDA and near-target revenue .
- Governance features: No single-trigger CIC vesting, clawback policy in place, hedging/pledging prohibited; executives required to use 10b5-1 trading plans .
Risk Indicators & Red Flags
- Insider selling pressure: Ongoing quarterly RSU vesting (multi-year schedules) and 2024 option exercises (value realized $2.71M) create potential supply, though 10b5-1 plans and prohibitions on hedging/pledging mitigate discretionary timing risk .
- CIC economics: Double-trigger severance (12 months base + 100% target bonus + health premiums) and acceleration of time-based equity could be meaningful but remain within common market norms; excise tax cutback applies if beneficial .
- Section 16 compliance: Company disclosed late Form 4 filings in 2024 due to administrative delays, but otherwise reported compliance .
Equity Ownership & Alignment
- Ownership guidelines (in implementation) will further ensure “skin-in-the-game,” complementing significant unvested RSUs/PSUs held by Mehta as of year-end 2024 .
- Beneficial ownership is <1% of outstanding shares; alignment primarily via vesting equity and PSU performance linkage .
Investment Implications
- Strong pay-for-performance alignment: 2024 bonus metrics (Revenue and Adjusted EBITDA) and the introduction of PSUs align compensation directly with value creation; planned rTSR PSUs in 2025 should further tie outcomes to market-relative performance .
- Retention profile: Multi-year RSU schedules plus at-risk PSUs create retention hooks; double-trigger CIC terms and non-compete/non-solicit provisions reduce transition risk .
- Trading dynamics: Expect periodic RSU settlements and potential option-driven liquidity; however, mandated 10b5-1 plans and hedging/pledging prohibitions lower opportunistic sale risk and enhance governance optics .
- Execution track record: ACV delivered positive Adjusted EBITDA in 2024 with robust revenue growth, supporting operational discipline under Mehta’s COO tenure; TSR lag vs. peers underscores the importance of equity-based incentives and rTSR PSUs to drive market-relative focus .
- Shareholder support: >99% say-on-pay approval in 2024 suggests investor confidence in compensation design; continued emphasis on performance-based equity should maintain support if operating momentum persists .