David P. Sponsel
Alphatec HoldingsAbout David P. Sponsel
David P. Sponsel (age 46) serves as Executive Vice President, Sales at Alphatec (ATEC). He joined ATEC in May 2018 as Area Vice President, Sales (South) and was promoted to EVP, Sales in April 2019. Prior roles include General Manager, Spine Division at Medacta USA and an 11‑year sales leadership tenure at Stryker Spine, where he was Sales Director of the Year in 2014. ATEC’s 2024 operating backdrop featured 27% year-over-year revenue growth to $612 million, adjusted EBITDA margin expansion of ~690 bps, and Q4 free cash flow of $9 million; 1-year TSR measured 129.39 (index to $100) and ranked 19th percentile vs peer group, while 3-year TSR ranked 75th percentile, underscoring strong growth but more mixed near‑term stock performance .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Alphatec (ATEC) | EVP, Sales | Apr 2019–present | Senior leadership of sales organization |
| Alphatec (ATEC) | Area VP, Sales – South | May 2018–Apr 2019 | Regional sales leadership |
| Medacta USA | General Manager, Spine Division | Apr 2015–May 2018 | Led sales, marketing, product management, development |
| Stryker Spine | Sales and sales leadership | 11 years; recognized Sales Director of the Year (2014) | Built and led high‑performing spine sales teams |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public company directorships or external roles disclosed |
Fixed Compensation
| Component | 2023 | 2024 | 2025 (approved Jan 29, 2025) |
|---|---|---|---|
| Base salary ($) | 400,000 | 440,000 (effective Feb 1, 2024) | 447,000 |
| Target annual bonus (% of base) | 70%–100% | 70%–100% | 70%–100% |
| Actual annual bonus (2024 total) | — | 350,000 (50% cash/50% RSUs) | — |
| Salary actually paid ($) | — | 435,385 | — |
Notes:
- 2024 bonus paid 50% in cash ($175,000) and 50% in RSUs (21,106 units), with RSUs vesting in full on Dec 5, 2025 .
Performance Compensation
2024 Short-Term Incentive (STI) – plan design and payout
| Metric | Weight | Target | Actual corporate payout | Individual modifier | Sponsel payout |
|---|---|---|---|---|---|
| Revenue | 75% | Challenging target; ≥96% threshold to earn | 102% | Applied by Comp Committee | 97% of target |
| Adjusted EBITDA | 25% | Challenging threshold/target | 114% | — | — |
| Aggregated | — | — | Corporate: 105% | — | 97% of target (=$350,000 total; 50% cash/50% RSUs) |
Additional details:
- 2024 STI bonus converted 50% to RSUs at $9.95 30‑day average VWAP with 1.2x conversion factor; RSUs vest Dec 5, 2025 .
2024 Long-Term Incentive (LTI) – grants, metrics, and vesting
| Grant (2/21/2024) | Metric/vesting | Target | Actual earned | Vesting schedule |
|---|---|---|---|---|
| Performance RSUs (PRSUs) | 1‑yr Global revenue growth matrix; 27% growth achieved → 107% performance → 127% payout | 105,190 units | 133,591 units (127% of target) | Earned PRSUs vest 1/3 on Mar 5, 2025; 1/3 on Mar 5, 2026; 1/3 on Mar 5, 2027 |
| Time-based RSUs | Time-based vesting | 35,063 units | N/A | 1/3 annually on each of the first three anniversaries of Mar 5, 2025 |
Other vesting constraints:
- A 2023 PRSU tranche (30,314 units) carries a three‑year market‑price gate: none vests unless ATEC closes ≥$24 on the third anniversary; otherwise the award expires, indicating meaningful long-term alignment and risk of forfeiture .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership (as of Apr 16, 2025) | 258,952 shares; includes 15,000 vested options; <1% of outstanding shares |
| Stock ownership guidelines | Section 16 officers must hold 1.0x base salary; RSUs count, options and unearned PRSUs do not; 5 years to achieve |
| Hedging/pledging | Company policy prohibits hedging and using shares as collateral/margin; no pledging disclosed |
Outstanding awards at 12/31/2024:
| Award | Unvested units | Market value at 12/31/2024 ($9.18/sh) |
|---|---|---|
| 2022 RSUs | 21,577 | 198,077 |
| 2022 PRSUs (target/uneamed) | 32,365 | 297,114 |
| 2023 RSUs | 40,015 | 367,338 |
| 2023 PRSUs (target/uneamed) | 80,838 | 742,093 |
| 2023 PRSUs (market-gated) | 30,314 | 278,283 |
| 2024 RSUs | 35,063 | 321,878 |
| 2024 PRSUs (target/uneamed) | 105,190 | 965,644 |
| Options (exercisable) | 7,813 @ $3.86 (exp. 5/29/2028) and 7,187 @ $3.17 (exp. 11/2/2028) | — |
2024 equity realization:
- Shares acquired on vesting in 2024: 144,676 ($2.30m value), indicating material annual vesting that can create periodic liquidity/selling needs .
Employment Terms
| Agreement | Key terms |
|---|---|
| Employment letter (effective Apr 1, 2019) | At‑will; base salary $447,000 (approved Jan 29, 2025); target bonus 70%–100% of base; $100,000 relocation allowance; participation in management benefits |
| Severance Agreement (effective Jul 19, 2023) | If terminated without cause: lump sum cash = 1.0x the higher of (target total cash: base + target bonus) or average prior 3‑years total cash; 18 months COBRA premiums; vested option exercise window extended to the later of 90 days post‑termination or remaining term |
| Change in Control (CIC) Agreement (effective Apr 1, 2019) | If terminated without cause or for good reason within 24 months post‑CIC: lump sum cash = (1.0x annual compensation) + prorated (up to 6 months) of highest LTI grant-date fair value over prior 3 years + prorated greater of current-year target bonus or highest of prior 3 bonuses; 18 months COBRA; all outstanding equity becomes fully vested to the extent service‑based |
| Equity treatment (plan-level) | Many RSUs/options fully vest upon a change in control; performance-award treatment per underlying agreements/plan |
Other governance/compensation policies:
- Clawback: Exchange Act Rule 10D‑1‑compliant policy (effective Dec 1, 2023) covering incentive comp for 3 completed fiscal years preceding any required restatement .
- No hedging/pledging; no tax gross‑ups; no option repricing without shareholder approval .
- Say‑on‑Pay support: 85% approval at June 12, 2024 meeting .
- Related‑party transactions: none to report .
- No pension or non‑qualified deferred comp plans; broad‑based 401(k) with match .
Performance Compensation – Detail Tables
2024 STI metric design and payout:
| Metric | Weight | Company payout | Notes |
|---|---|---|---|
| Revenue | 75% | 102% | Threshold 96% of target to earn; targets set above prior year and were “aggressive” |
| Adjusted EBITDA | 25% | 114% | Tight targets aligned to profitability |
| Aggregated | — | 105% | Sponsel individual payout modifier → 97% of target; $350,000 total bonus; paid 50% in cash and 50% in RSUs (21,106 units, vesting Dec 5, 2025) |
2024 PRSUs performance outcome:
| Metric | Target | Actual | Payout |
|---|---|---|---|
| Global revenue growth (YoY) | Matrix; 100% at 25% growth | 27% growth; 107% achievement | 127% of target PRSUs earned (Sponsel earned 133,591 units) |
Compensation Structure Analysis
- Cash vs equity mix: 2024 bonus paid 50% in RSUs for senior leadership, increasing deferral/retention versus 2023’s fully cash “Non‑Equity Incentive” (Sponsel 2023 cash bonus $525,000 vs 2024 cash only portion $175,000), signaling tighter alignment with long‑term shareholder value and lower immediate cash outlay .
- Emphasis on revenue growth: STI weights revenue 75% and PRSUs hinge on revenue growth matrices; this leans toward top‑line momentum, with profitability captured via adjusted EBITDA in STI and multi‑year vesting on PRSUs/RSUs .
- Market‑condition PRSUs (2019–2023 programs): a $24 share‑price gate on one 2023 PRSU block adds significant long‑term performance risk to vesting, reducing windfalls if share price underperforms and supporting alignment .
Equity Ownership & Alignment – Additional Detail
| Aspect | Observation |
|---|---|
| Ownership concentration | Sponsel’s stake <1% implies modest direct alignment versus founders/top holders; however, large multi‑year equity grants and vesting schedules create ongoing exposure to equity performance . |
| Upcoming vesting events | 2024 PRSUs (earned 133,591) vest 1/3 each Mar 5, 2025/2026/2027; 2024 RSUs vest 1/3 on Mar 5, 2026 and Mar 5, 2027 after initial Mar 5, 2026 tranche; 2024 STI RSUs vest Dec 5, 2025. These dates can concentrate selling windows or 10b5‑1 activity . |
| Policy constraints | Prohibitions on hedging/pledging reduce misalignment risk; ownership guidelines (1x salary) reinforce minimum skin‑in‑the‑game, though individual compliance status is not disclosed . |
Employment Terms – Economics at Separation
| Scenario | Cash | Benefits | Equity |
|---|---|---|---|
| Involuntary (no cause) | 1.0x the higher of (target total cash) or (3‑yr avg total cash) | 18 months COBRA premiums | Vested options: exercise period extended (later of 90 days or remaining term) |
| CIC + qualifying termination (within 24 months) | 1.0x annual compensation + prorated up to 6 months of highest LTI grant (last 3 yrs) + prorated greater of current‑year target bonus or highest bonus of prior 3 yrs | 18 months COBRA | All service‑based vesting accelerates; performance‑based per plan/award terms |
Investment Implications
- Alignment and retention: Sponsel’s pay mix skews toward equity via PRSUs and RSUs, with multi‑year vesting and a market‑price gate on certain PRSUs, supporting retention and long‑term alignment. The 2024 conversion of half the bonus into RSUs furthered this shift .
- Potential selling pressure windows: Concentrated vesting dates (Dec 5, 2025; Mar 5, 2026/2027) plus significant 2024 realized vesting suggest periodic liquidity needs; monitor 10b5‑1 plans and Form 4 activity around these dates for near‑term supply signals .
- Pay-for-performance risk: Heavy dependence on revenue growth metrics (STI 75% revenue; PRSUs driven by revenue growth levels) incentivizes top‑line expansion; ensure margins and cash flow continue tracking (Comp Committee emphasized adjusted EBITDA; company highlighted 690 bps adj. EBITDA margin expansion in 2024) .
- Change-in-control economics: Double‑trigger cash with single‑trigger vesting at the plan level for many RSUs/options suggests meaningful acceleration in a sale scenario, which can influence executive incentives and transaction dynamics .
- Governance quality: No hedging/pledging, no gross‑ups, no repricing, robust clawback, and 85% say‑on‑pay support reduce governance red flags; no related‑party transactions reported .
Citations:
- Executive background, role and age:
- Company performance (revenue, EBITDA margin expansion, FCF):
- TSR values and peer-relative performance:
- Fixed compensation and bonus outcomes:
- LTI design, grants, and outcomes:
- Ownership and outstanding awards:
- Policies (clawback, hedging/pledging, repricing, guidelines):
- Severance/CIC agreements:
- Say-on-pay and related-party: