David Scott
ADTAbout David Scott
David Scott is Executive Vice President, Chief People and Administration Officer at ADT, serving since September 2023; he oversees human resources, real estate, security, and environmental, health and safety functions . He is 51 years old and holds a BS in business from the University of Florida; prior roles include EVP/CHRO at DISH Network (Feb 2018–July 2023) and 20 years in HR leadership at Walmart culminating as SVP of Talent and Organizational Effectiveness . 2024 management bonuses were driven by Adjusted EBITDA and Ending Recurring Monthly Revenue (RMR), with Company performance at 95% of target; beginning in 2025, management and the Board also use Adjusted EPS to evaluate performance and allocate resources .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| DISH Network | Executive Vice President, Chief Human Resources Officer | Feb 2018 – Jul 2023 | Led HR transformation; oversaw real estate, construction, travel, security, corporate dining |
| Walmart | Various HR leadership roles; SVP Talent & Organizational Effectiveness | 20 years | Built enterprise talent and organizational effectiveness capabilities |
External Roles
| Organization | Role | Years |
|---|---|---|
| RemotelyMe | Advisory Board Member | Current |
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Base Salary | $475,000 (effective 9/18/2023 per offer) | $491,625 (used for AIP calculation) |
| Sign-on Cash Bonus | $250,000 (repayable if voluntary/for-cause separation within 1 year) | — |
| Retirement Plan Contributions | — | $29,140 |
| All Other Compensation (Total) | — | $240,354 |
| Relocation Benefits (included above) | — | $206,937 |
Performance Compensation
Annual Incentive Plan (AIP) – 2024
| Metric | Weighting | Target | Actual | Performance as % of Target | Weighted Business Performance |
|---|---|---|---|---|---|
| Adjusted EBITDA ($mm) | 50% | $2,577 | $2,578 | 100.05% | 51% |
| Ending RMR ($mm) | 50% | $361.5 | $359.5 | 99.45% | 44% |
| Total | — | — | — | — | 95% |
| AIP Element | 2024 |
|---|---|
| Target Bonus % of Base Salary | 80% |
| Base Salary Considered | $491,625 |
| Target Bonus ($) | $393,300 |
| Payout (% of Target) | 95% |
| Actual Bonus Paid ($) | $373,635 |
Long-Term Incentive (LTI) – 2024
| Grant Type | 2024 Grant Value ($) | Units/Options (#) | Exercise Price ($/sh) | Vesting | Term |
|---|---|---|---|---|---|
| Non-qualified Stock Options | $864,055 | 345,622 | $6.51 | One-third per year, service-based | 10 years |
Notes:
- In 2024, the Compensation Committee used stock options (not RSUs) to strengthen pay-for-performance; options only have value if the stock price rises post-grant .
- Company-wide 2025 Annual Grant included service-based RSUs and options with 3-year graded vesting and option strike at grant-date close ($7.59) .
Equity Ownership & Alignment
| Ownership Detail | Value |
|---|---|
| Common Stock Owned | 0 |
| Vested Options (1:1 convertible) | 115,206 |
| Total Beneficial Ownership | 115,206 |
| Ownership as % of Shares Outstanding | <1% (proxy note: “*” indicates less than 1%) |
| Shares Pledged as Collateral | None disclosed for Scott in beneficial ownership table |
| Policies | Company discloses stock ownership guidelines, anti-hedging policy, and anti-pledging/margin policies in CD&A |
Deferred Compensation (SSRP):
| SSRP Detail (2024) | Amount ($) |
|---|---|
| Employee Contributions | $41,309 |
| Company Contributions | $3,511 |
| Aggregate Balance at FY End | $65,403 |
Employment Terms
- Start date and role: Offer dated Sept 12, 2023; employment began Sept 18, 2023 as EVP, Chief People and Administration Officer; based in Boca Raton, FL . Relocation to Boca Raton required by Summer 2024 .
- Structure: At-will; eligible for ADT Severance Plan and Change-in-Control (CIC) Severance Plan; annual base salary reviewed and bonus eligibility per plan terms .
- Restrictive covenants: Non-competition and non-solicitation agreements; confidentiality and inventions agreements referenced in offer; Florida non-compete operative after relocation .
- Good Reason (CIC Severance Plan): Includes material diminution of duties, material change in location (>50 miles increasing commute), material reduction in base comp/benefits, or failure of successor to assume obligations; notice and cure periods apply (45/30/30 days) .
Severance Economics (hypothetical, assuming event on 12/31/2024):
| Scenario | Cash Severance ($) | Prorated Bonus ($) | Benefit Continuation ($) | Accelerated Vesting of RSUs | Total ($) |
|---|---|---|---|---|---|
| Change in Control – With Qualified Termination | 1,769,850 | 373,635 | 31,253 | — | 2,174,738 |
| Termination – With Qualified Termination (no CIC) | 865,260 | 373,635 | 15,626 | — | 1,254,521 |
Other terms:
- Sign-on cash bonus: $250,000; repayable in full if voluntary resignation or for-cause termination within 1 year of start date .
- Benefits eligibility: RSIP/401(k) with match and vesting after 3 years; SSRP available for deferrals and Company contributions; Executive physical program, PTO and standard benefits .
Compensation Structure Analysis
- Shift to options-only LTI in 2024 increases at-risk pay tied to stock appreciation vs prior-year RSUs, strengthening alignment with shareholder value creation .
- 2024 AIP metrics focused on Adjusted EBITDA and Ending RMR (subscriber model drivers); payout at 95% suggests near-plan delivery without discretionary adjustments .
- Perquisites centered on relocation support ($206,937), modest relative to cash/equity; clawback (pay recoupment) policy referenced in CD&A .
- CIC severance appears double-trigger (no cash benefits absent qualified termination); Good Reason protections defined with specific thresholds and cure mechanics .
Investment Implications
- Alignment: Options-heavy 2024 LTI and AIP metrics linked to core subscriber economics support pay-for-performance; introduction of Adjusted EPS into management evaluation from 2025 adds explicit earnings focus .
- Retention risk: At-will status with meaningful CIC and non-CIC severance; Good Reason protections reduce forced-mismatch risk. Low direct stock ownership (<1%) and primarily options exposure may limit near-term selling pressure but also dampens “skin-in-the-game” optics .
- Governance: Anti-hedging and anti-pledging policies and stock ownership guidelines are disclosed, mitigating misalignment risks; relocation and restrictive covenants strengthen retention/transition controls .
- Trading signals: 2024 bonus at 95% of target reflects near-plan delivery; LTI value contingent on sustained share price appreciation due to option structure—positive if RMR and Adjusted EPS trends continue per 2025 framework .