Chantelle Breithaupt

About Chantelle Breithaupt

Chantelle Breithaupt, 53, is Senior Vice President and Chief Financial Officer of Arista Networks, appointed effective February 12, 2024; she joined Arista in January 2024. She holds an Honors Business Administration degree from Wilfrid Laurier University (Canada) and previously served as CFO of Aspen Technology, with prior senior finance leadership roles at Cisco and ~15 years at GE . During 2024, Arista revenue grew 19.5% to $7.0B and non-GAAP operating income grew 27.8% to $3.3B, exceeding internal targets; these metrics drive her pay-for-performance plan and equity PRSU outcomes .

Past Roles

Organization	Role	Years	Strategic Impact
Aspen Technology	SVP & Chief Financial Officer	Mar 2021–Dec 2023	Public-company CFO; led finance during growth and portfolio transition .
Cisco Systems	Senior Vice President, Finance; VP Finance roles (Customer Experience/Services; Americas); Senior Director Operational Finance	2014–2021	Multiple global finance leadership roles in large-cap technology operator .
GE	Executive global finance roles	~15 years	Progressive global finance leadership across multiple GE businesses .

External Roles

Organization	Role	Since	Notes
Ambarella, Inc.	Director	Feb 2025	Public semiconductor board service .

Fixed Compensation

Component	2024 Terms	Notes
Base Salary	$315,000	CFO current base salary; no 2024 base increases company-wide for NEOs .
Target Bonus %	60% of base salary (CFO)	Targets for NEOs other than CEO set at 60% of base; target informs accruals .
Target Bonus ($)	$189,000	60% of $315,000 .
Actual Bonus Paid (2024)	$240,000	Paid under 2024 Bonus Plan, reflecting above-target corporate/individual performance .
Sign-on/Relocation	$50,000 relocation bonus	Paid upon commencing full-time at HQ per offer letter .
Pension/Deferred Comp	None disclosed	No defined benefit or nonqualified deferred comp plans for NEOs .

Performance Compensation

Annual Bonus Plan – Funding Drivers (2024)

Metric	Weight	Threshold	Target	Maximum	Actual	Funding Outcome
Revenue	50%	$6.4B	$6.6B	$6.8B	$7.0B	Above max; plan funded accordingly .
Non-GAAP Operating Income	50%	$2.8B	$2.9B	$3.2B	$3.3B	Above max; plan funded accordingly .
Company Funding %	—	—	—	—	—	92.3% funding basis used, with individual performance overlays .

2024 Bonus Details (CFO)

Item	Value	Notes
CFO Target	$189,000	60% of base .
CFO Actual Payout	$240,000	Reflects financial outperformance and individual objectives .

Equity Awards – Structure and 2024 Grants

Award Type	Grant Date	Target Shares/Value	Key Terms	Vesting Schedule
RSUs (new hire)	Jan 12, 2024	174,680 RSUs ($10,000,000 intended value)	Sign-on equity per offer letter	25% on Feb 20, 2025; then 6.25% quarterly thereafter, subject to continued service .
PRSUs (multi-year AOP)	Apr 9, 2024 (award shown in proxy as granted Feb 2024 and set mid-year)	31,720 target PRSUs ($2,000,000 intended value)	Four 1-year performance periods (2024–2027); 200% max payout; metrics set annually .
2024 PRSU Metrics (AOP)	2024	Revenue (50%), Non-GAAP Operating Income (50%)	Perf ranges: Rev $6.4B/$6.6B/$6.8B; Op Inc $2.8B/$2.9B/$3.2B; linear interpolation	Shares earned vest on first quarterly vest date after certification (expected Feb 20 following year) .

2024 PRSU Outcomes (CFO)

Metric	Target PRSUs Available (CFO)	Actual Earned (Eligible to Vest)
Revenue PRSUs (2024 AOP)	Included within 31,720 total target across years	7,928 eligible to vest (reflecting max performance) .
Non-GAAP Op Income PRSUs (2024 AOP)	Included within 31,720 total target across years	7,928 eligible to vest (reflecting max performance) .

Additional context: For NEOs, 2024 AOP PRSUs paid at 200% given above-maximum results; shares earned vest on the first standard quarterly vest date post-certification .

Equity Ownership & Alignment

Beneficial Ownership (as of April 2, 2025)

Holder	Shares Beneficially Owned	% Outstanding	Notable Details
Chantelle Breithaupt	41,949	<1%	Includes 10,916 shares issuable within 60 days upon RSU vesting .

Outstanding Awards at FY2024 Year-End (Dec 31, 2024)

Award	Shares Unvested/Outstanding	Vesting Mechanics
RSUs	174,680	25% on Feb 20, 2025; 6.25% quarterly thereafter .
PRSUs (AOP across 2024–2027)	31,720 (target)	1/4 eligible each year; shares earned vest on Feb 20 following the performance year; 200% max .

Hedging/Pledging: Company policy prohibits hedging and prohibits certain executive officers from pledging company stock; short sales prohibited .
Clawback: Non-discretionary recovery policy adopted July 2023 for excess incentive-based compensation upon accounting restatement, regardless of fault, per SEC/Nasdaq rules .
Ownership Guidelines: Apply to CEO (3x salary) and non-employee directors; CFO not covered by disclosed guidelines .
2024 Vesting Activity: CFO had 0 shares vested in 2024; first RSU vest scheduled for Feb 20, 2025 per award terms .

Employment Terms

Provision	Terms
Start/Role	Joined Arista Jan 2024; appointed SVP & CFO effective Feb 12, 2024 .
Base/Bonus Eligibility	Base $315,000; eligible for executive corporate bonus program .
Equity at Hire	RSUs valued at $10,000,000 (25%/annual + quarterly thereafter); PRSUs valued at $2,000,000 over four 1-year periods, metrics aligned with other NEOs (ex-CEO) .
Severance (non-CIC)	If terminated without cause or resigns for good reason: 12 months base salary continuation; acceleration of time-based equity equal to 12 months of additional service; performance equity not accelerated .
Severance (CIC, double-trigger within 12 months)	Greater of non-CIC benefit above or 50% acceleration of then-unvested equity; for performance awards, 50% at target; salary continuation unchanged .
“Cause”	Includes dishonesty, felony/Crime of moral turpitude, gross misconduct, unauthorized disclosure, willful breach, continued failure to perform after notice/cure .
“Good Reason”	Material diminution of duties, material base pay cut (excl. broad-based ≤15%), or relocation >50 miles; notice/cure required .
Tax Gross-ups	No excise tax gross-ups provided to NEOs; severance includes best-net cutback if needed .

Compensation Structure Analysis

Year-over-year cash vs equity mix: For 2024, total compensation is equity-heavy (sign-on RSUs plus multi-year PRSUs); base pay modest vs peers by design; committee emphasizes LTIs over cash to align with shareholders .
Performance linkage: Annual bonus and PRSUs tied to revenue and non-GAAP operating income; CEO equity further tied to multi-year CAGR; 2024 outcomes paid at maximum on AOP metrics, indicating strong alignment when company outperforms .
Ownership alignment/retention: Large RSU grant with four-year schedule and annual PRSU cycles provides retention hooks through 2027; hedging/pledging limits enhance alignment .

Compensation Peer Group and Shareholder Feedback

Peer Group: 2024/2025 peer sets include leading software, networking, security, and data-center names; Arista positioned ~56th percentile by revenue and ~89th percentile by market cap when approved; committee avoids rigid percentile targets and emphasizes LTIs .
Say-on-Pay: 2024 approval ~93%; committee retained structure with continued performance-based equity .

Company Performance Context (for 2024)

Metric	FY 2023	FY 2024
Revenue ($, millions)	$5,860	$7,003 .
GAAP Operating Income ($, millions)	$2,257	$2,945 .
Non-GAAP Operating Income ($, millions)	$2,603	$3,327 .
GAAP Operating Margin	38.5%	42.0% .
Non-GAAP Operating Margin	44.4%	47.5% .

Investment Implications

Pay-for-performance is tight: CFO’s cash and equity payouts are explicitly tied to revenue and non-GAAP operating income; 2024 max outcomes confirm alignment with strong execution. Monitor 2025–2027 AOP PRSU targets to gauge forward incentive difficulty and potential payout leverage .
Vesting cadence may create periodic supply: RSU vesting started Feb 20, 2025 with quarterly installments thereafter; combined with annual PRSU certifications, this establishes recurring potential Form 4 activity—useful for trading around windows though no 2024 CFO vestings occurred per proxy .
Retention risk mitigated: Double-trigger CIC and 12-month salary plus equity acceleration protect continuity; absence of single-trigger acceleration and no excise gross-ups are shareholder-friendly; hedging/pledging limits and clawback strengthen governance alignment .
External time demands: New Ambarella directorship adds network and semiconductor exposure; no related-party conflicts disclosed. Watch for time allocation or interlocks as responsibilities scale .

Sources: Arista 2025 DEF 14A (Executive Officers, CD&A, grants/outstanding awards, performance metrics, ownership, policies) ; 8-K announcing CFO appointment and offer/severance terms (Dec 1, 2023) .