Andrew Casey
About Andrew Casey
Andrew Casey, 55, has served as Amplitude’s Chief Financial Officer since August 1, 2024 (designated principal financial officer on August 9, 2024). He holds a B.S. in Economics (University of Redlands) and an M.B.A. from the Drucker School of Management, and is a certified managerial accountant . Prior roles include CFO of Lacework (oversaw its sale to Fortinet), CFO of WalkMe (led its IPO), and senior finance leadership at ServiceNow, HP, NortonLifeLock/Symantec, Oracle, and Sun Microsystems . Company performance context during his arrival: FY2024 revenue was $299.3M (+8% y/y) and ARR was $312M (+11% y/y); the 2024 pay-versus-performance table shows a cumulative TSR value of $19.25 for a hypothetical $100 initial investment (period as presented) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Lacework, Inc. | Chief Financial Officer | Nov 2022 – Jul 2024 | Oversaw company’s acquisition by Fortinet |
| WalkMe Ltd. | Chief Financial Officer | Mar 2020 – Sep 2022 | Led IPO; transformed enterprise sales motion |
| ServiceNow, Inc. | SVP Finance & Business Operations | Jun 2014 – Mar 2020 | Scaled finance and business operations |
| Hewlett-Packard; NortonLifeLock (Symantec); Oracle; Sun Microsystems | Various finance roles | Prior to 2014 | Senior finance roles at large-cap tech companies |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Boys & Girls Clubs of the Peninsula | Director (Board) | Jul 2020 – present | Community nonprofit board service |
Fixed Compensation
| Component | Amount | Timing/Notes |
|---|---|---|
| Base salary (annual) | $500,000 | As per Employment Agreement |
| Salary paid (FY2024 actual) | $208,333 | Prorated for start on Aug 1, 2024 |
| Target bonus (% of base) | 50% | Pro-rated for partial 2024 service |
| Sign-on cash bonus | $125,000 | Paid August 2024 |
Performance Compensation
Annual Incentive (Bonus Plan)
- 2024 corporate metrics and payout: 70% revenue, 30% non-GAAP operating income; achievement yielded a 92.9% payout of target .
- Andrew Casey’s 2024 bonus paid: $97,088 (paid March 15, 2025; target pro-rated to 41.8% of annual salary for 2024) .
| Measure | Weight | Target | Actual | Bonus Driver | Payout |
|---|---|---|---|---|---|
| Revenue | 70% | $298.7M | $298.8M | 100.3% | 70.2% |
| Non-GAAP Operating Income | 30% | $1.5M | -$2.2M | 75.6% | 22.7% |
| Total Payout | — | — | — | — | 92.9% |
| Executive | 2024 Bonus Paid | Target Bonus (% base) | Payout vs Target |
|---|---|---|---|
| Andrew Casey | $97,088 | 50% (pro-rated in 2024) | 92.9% |
Equity Awards
| Grant (2024) | Type | Quantity/Value | Vesting |
|---|---|---|---|
| Initial CFO grant | RSUs | 1,125,592 units; grant-date fair value $9,950,233 | 1/12 each quarter starting Aug 15, 2024 (fully vested by 3rd anniversary), service-based |
| Stock options | — | None granted in 2024 | Company currently granting RSUs (not options) |
- Shares vested in 2024: 93,799 RSUs; value realized on vesting $899,532 .
- No options exercised or outstanding options for Casey in 2024 disclosures .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (as of Apr 15, 2025) | 232,798 Class A shares total; consists of 138,999 owned Class A and 93,799 RSUs vesting within 60 days; <1% of shares outstanding |
| Unvested RSUs at 12/31/2024 | 1,031,793 units (market value $10,885,416 at $10.55 close) |
| 2024 RSUs vested | 93,799 units during 2024 |
| Pledging/Hedging | Company policy prohibits short sales, derivatives/hedging; pledging only with approval (anti-pledging policy) |
| Ownership guidelines | Not disclosed in proxy; no specific multiple noted |
Vesting cadence and potential selling pressure
- Quarterly vesting of 1/12 of 1,125,592 RSUs (~93,799 shares per quarter) through August 2027 creates recurring potential supply around vest dates, subject to trading windows and 10b5-1/insider policies .
Employment Terms
| Term | Base Case Termination (no CoC) | Change in Control (double-trigger within -3/+12 months) |
|---|---|---|
| Cash severance | 6 months base salary | 12 months base salary + 100% target bonus |
| Bonus | Prorated target for service through termination | 100% of target bonus |
| Health benefits | COBRA premium payment/reimbursement for 6 months | COBRA for 12 months |
| Equity | No automatic acceleration disclosed | Full acceleration of unvested equity (except performance awards) |
| Employment type | At-will; standard executive Employment Agreement | Participation in Executive Severance Plan adopted Nov 5, 2024; supersedes prior severance terms |
| Clawback | SEC/Nasdaq-compliant clawback adopted Oct 2, 2023 (recovers incentive comp after material restatement) | |
| Tax gross-ups | None—no tax reimbursement/gross-up on severance or CoC benefits | |
| Anti-hedging/pledging | Hedging prohibited; pledging requires approval |
Compensation Structure Insights
- 2024 pay mix emphasizes equity via a large time-based RSU grant; no stock options were granted to Casey, consistent with the company’s shift to RSUs (“we currently only grant RSUs”)—lower risk than options but still at-risk via stock performance .
- The cash bonus is explicitly tied to financial metrics (70% revenue, 30% non-GAAP operating income) with formulaic payout; 2024 corporate performance produced a 92.9% payout, and Casey’s prorated bonus followed the plan .
- Governance posture: clawback policy in place; anti-hedging/pledging policy; no tax gross-ups; Compensation Committee uses an external consultant (Compensia) and a defined peer group, but does not benchmark to a fixed percentile .
Performance & Track Record (selected)
- CFO impact/experience: led WalkMe IPO (public markets readiness) and oversaw Lacework’s sale to Fortinet (M&A execution), complementing prior scale experience at ServiceNow .
- Company operating markers around his arrival: FY2024 revenue $299.3M (+8% y/y) and ARR $312M (+11% y/y) .
- Investor alignment signal: 2024 Say-on-Pay support of 89.57% (for 2023 program, voted at 2024 AGM) indicates broad shareholder acceptance of compensation design entering his tenure .
- TSR context: 2024 PVP table shows a cumulative TSR value of $19.25 for a $100 initial investment over the period presented (not a direct measure of Casey’s short tenure, but provides market performance context) .
Compensation Peer Group (for benchmarking context)
- 2024 peer set included: Asana, AvePoint, Blackline, Braze, C3.ai, Couchbase, Domo, Enfusion, Fastly, Flywire, JFrog, nCino, Olo, Semrush, Sprinklr, Sprout Social, Varonis, WalkMe, Weave; several larger names (e.g., Confluent, Elastic) were removed for market-cap fit; Committee does not target a specific percentile .
Equity Ownership & Beneficial Ownership Table
| As of date | Class A beneficially owned | Notes |
|---|---|---|
| Apr 15, 2025 | 232,798 (<1%) | 138,999 Class A + 93,799 RSUs vesting within 60 days |
| As of date | Unvested RSUs | Market value basis |
|---|---|---|
| Dec 31, 2024 | 1,031,793 | $10,885,416 at $10.55 close |
Employment Contracts & Policies (selected excerpts)
- At-will employment; standard executive Employment Agreement .
- Executive Severance Plan (adopted Nov 5, 2024) governs severance/CoC benefits (single- and double-trigger terms summarized above) .
- Clawback policy effective Oct 2, 2023 (SEC/Nasdaq compliant) .
- Anti-hedging/anti-pledging insider trading policy .
- Item 404: No related-party transactions for Casey were disclosed in connection with his appointment .
Investment Implications
- Alignment: Large unvested RSU position (≈1.03M units at 12/31/24) and formulaic bonus metrics (revenue and non-GAAP operating income) align incentives with topline growth and operating discipline; anti-hedging/pledging and clawback bolster governance .
- Retention risk: Quarterly RSU vesting through 2027 and double-trigger CoC acceleration are strong retention levers; severance provides moderate downside protection (0.5x salary outside CoC; 1x salary + 1x target bonus + full acceleration in CoC) .
- Near-term selling pressure: Quarterly vesting (~93.8k shares per quarter) can create periodic supply, tempered by trading windows and compliance policies .
- Execution: Prior IPO/M&A experience is additive for capital markets and strategic transactions; 2024 financials indicate a platform for disciplined growth (+8% revenue, +11% ARR), but stock-based TSR context shows the importance of sustained execution to rebuild market confidence .