Thomas Hansen
About Thomas Hansen
Thomas Hansen, 54, has served as President of Amplitude since June 2022 after senior go-to-market and operating roles at UiPath, VMware/Carbon Black, and Dropbox; he holds B.S. and M.S. degrees in Economics & Business Administration from Copenhagen Business School . Under his tenure, Amplitude reported FY2024 revenue of $299.3 million (+8% YoY) and ARR of $312 million (+11% YoY), with >$100k ARR customers rising to 591 (+16% YoY) . Amplitude’s cumulative TSR has trailed the NASDAQ Emerging Cloud Index since 2022 per the company’s Pay vs. Performance disclosures . Say‑on‑pay support improved from 89.57% approval at the 2024 meeting to “approved” in 2025 (174.23M for, 2.94M against, 0.34M abstain) .
Past Roles
| Organization | Role | Years | Strategic impact/notes |
|---|---|---|---|
| UiPath, Inc. | Chief Revenue Officer | Apr 2020 – May 2022 | Led global revenue organization at a public automation software company . |
| VMware, Inc. (Carbon Black Security Division) | SVP Operations | Oct 2019 – Apr 2020 | Post-acquisition integration/operations following VMware’s purchase of Carbon Black . |
| Carbon Black, Inc. | COO & EVP; previously CRO & EVP | Oct 2018 – Oct 2019; Jul 2017 – Oct 2018 | Scaled security GTM and operations through acquisition by VMware . |
| Dropbox, Inc. | Global VP of Revenue | Aug 2015 – Jul 2017 | Led global revenue at a leading cloud content collaboration platform . |
External Roles
| Organization | Role | Years |
|---|---|---|
| Forter, Inc. | Director | Jul 2019 – Present . |
| Dixa ApS | Director | Apr 2021 – Present . |
Fixed Compensation
| Year | Base Salary ($) | Target Bonus (% of salary) | Actual Bonus Paid ($) |
|---|---|---|---|
| 2022 | 240,530 | 100% (per offer/employment terms) | 242,466 (sign-on/target bonus components) |
| 2023 | 500,000 | 100% (Bonus Plan) | 361,020 |
| 2024 | 500,000 | 100% (Bonus Plan) | 464,500 |
Notes
- 2024 Bonus Plan payout equaled 92.9% of target based on company revenue and non‑GAAP operating income performance .
Performance Compensation
Annual Cash Incentive – FY2024 Bonus Plan
| Measure | Weight | Target | Actual | Payout Driver | Payout Contribution |
|---|---|---|---|---|---|
| Revenue | 70% | $298.7m | $298.8m | 100.3% | 70.2% |
| Non‑GAAP Operating Income (Loss) | 30% | $1.5m | -$2.2m | 75.6% | 22.7% |
| Total | 92.9% |
Thomas Hansen’s FY2024 cash bonus paid: $464,500 (92.9% of 100% target) .
Equity Awards and Vesting Schedules
| Grant/Vesting Commencement | Type | Shares/Units | Vesting Schedule | Grant‑date Fair Value ($) |
|---|---|---|---|---|
| 07/08/2022 | Stock Options | 675,000 | 1/60th monthly (fully vested 5 yrs), $14.62 strike | 5,516,016 |
| 07/08/2022 | RSUs | 1,000,000 | 1/20th quarterly (fully vested 05/15/2027) | 14,620,000 |
| 08/15/2023 | Stock Options | 39,745 | 1/24th monthly (2 yrs), $11.37 strike | 250,601 |
| 08/15/2023 | RSUs | 66,021 | 1/8th quarterly (2 yrs) | 750,659 |
| 02/15/2024 (grant 04/15/2024) | RSUs | 1,000,000 | 1/12th quarterly (3 yrs) | 9,630,000 |
Vesting and value realization (2024)
- Shares vested: 483,011 RSUs; value realized on vesting: $4,734,213 .
Shift to RSUs
- In 2024, NEO equity consisted solely of RSUs (no new options), increasing certainty of value and near‑term vesting supply; Hansen received 1,000,000 RSUs with 1/12th quarterly vesting .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership (as of 04/15/2025) | 1,071,790 Class A shares (1.1% of Class A outstanding) . |
| Ownership breakdown | 500,020 shares owned; 141,587 RSUs vesting within 60 days; 430,183 options exercisable within 60 days . |
| Unvested equity at 12/31/2024 | RSUs: 500,000 (2022 award); 24,758 (2023 award); 750,000 (2024 award); total RSU market value $13.45m at $10.55/share . |
| Options status at 12/31/2024 | Outstanding option strikes $14.62 (2022) and $11.37 (2023) vs. $10.55 year‑end price, indicating both strikes exceeded year‑end price . |
| Hedging/pledging | Company policy prohibits hedging and prohibits pledging absent approval by Compliance Officer . |
| Insider dispositions | Options/RSU vesting data disclosed; no Form 4 sales disclosed in proxy; policy restricts hedging and pledging . |
Security ownership context
- Insider ownership table shows Hansen’s beneficial ownership and group ownership; all directors/executives as a group held 7.7% of Class A and 72.7% of Class B (as of 04/15/2025) .
Employment Terms
| Term | Key Provisions |
|---|---|
| Role and start date | President since June 2022 . |
| Base salary and target bonus | Base $500,000; target annual bonus 100% of salary . |
| Initial equity (on hire, 2022) | Option to purchase 675,000 shares (60 monthly vesting); 1,000,000 RSUs (20 quarterly vesting); double‑trigger CoC acceleration . |
| Severance Plan (adopted Nov 5, 2024) | If terminated without Cause or resign for Good Reason: 6 months salary + pro‑rated target bonus + 6 months healthcare; If termination in CoC protection window (3 months pre to 12 months post CoC): 12 months salary + 100% target bonus + 12 months healthcare + full acceleration of unvested equity (non‑performance awards) . |
| Potential payments (as of 12/31/2024) | No CoC: $250,000 cash + $500,000 pro‑rated bonus + $13,856 COBRA; With CoC: $500,000 cash + $500,000 bonus + $12,018,421 equity acceleration + $27,713 COBRA; Total with CoC: $13,046,134 . |
| Clawback policy | SEC/Nasdaq-compliant clawback effective Oct 2, 2023 for incentive comp tied to financial reporting measures . |
| Perquisites and gross‑ups | No significant perquisites; no compensation‑related tax gross‑ups . |
Say‑on‑Pay and shareholder feedback
- 2024 say‑on‑pay approval: 89.57% . 2025 say‑on‑pay approved (votes for/against/abstain: 174,234,197 / 2,940,604 / 344,223) .
Investment Implications
- Near‑term vesting supply: Quarterly RSU schedules through mid‑2027 (notably 1,000,000 RSUs granted in 2024 vest 1/12th quarterly) create predictable supply that can coincide with selling windows, potentially adding modest technical pressure around vesting dates absent 10b5‑1 planning .
- Limited option overhang: As of 12/31/2024, Hansen’s option strikes ($14.62 and $11.37) exceeded the year‑end stock price ($10.55), reducing immediate in‑the‑money option exercise/sale pressure relative to RSUs .
- Pay‑for‑performance alignment: 2024 bonus tied 70% to revenue and 30% to non‑GAAP operating income; payout at 92.9% reflects slight revenue outperformance and op‑income shortfall, reinforcing operating discipline focus .
- Retention and equity mix shift: 2024 saw a substantial refresh (1,000,000 RSUs; $9.63m fair value) and a shift away from options to RSUs for NEOs, signaling retention emphasis and more certain realized value vs. options’ contingent value .
- Governance risk mitigants: Anti‑hedging/anti‑pledging policy, clawback policy, and absence of tax gross‑ups reduce alignment and reputational risks; high say‑on‑pay support provides additional cover for the program .
FY2024 operating progress (revenue +8% YoY; ARR +11% YoY; enterprise customer growth +16% YoY) occurred alongside TSR underperformance vs. cloud peers since 2022—sustained execution toward profitable growth remains key to translating operational gains into shareholder returns .
Appendices
Multi‑Year Summary Compensation (Named Executive Officer line items)
| Year | Salary ($) | Stock Awards ($) | Option Awards ($) | Non‑Equity Incentive ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | 500,000 | 9,630,000 | — | 464,500 | 10,594,500 |
| 2023 | 500,000 | 750,659 | 250,601 | 361,020 | 1,862,280 |
| 2022 | 240,530 | 14,620,000 | 5,516,016 | — | 20,619,012 |