J. Todd Koning
Alphatec HoldingsAbout J. Todd Koning
J. Todd Koning is Executive Vice President and Chief Financial Officer of Alphatec Holdings (ATEC), serving since April 19, 2021; age 52, with an MBA from Purdue and a B.S. in Engineering from Michigan State University . Under his tenure, ATEC delivered 2024 revenue of $612 million (+27% YoY), improved adjusted EBITDA margin by ~690 bps, and generated $9 million of Q4 free cash flow; the 2024 say‑on‑pay vote passed with ~85% support . Relative to a peer set, as of 12/31/2024 ATEC ranked at the 90th percentile for 1‑year revenue growth and 75th percentile for 3‑year TSR CAGR .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Masimo | SVP, Finance (since 2018); Chief Accounting Officer (since 2020) | 2018–2021 | Senior finance leadership at global med‑tech; led finance and accounting |
| NuVasive | VP, Finance; International CFO; partnered with head of Global Commercial | 2016–2018 | Led international finance and global commercial support |
| Ellipse Technologies | VP, Finance & HR | 2014–2016 | Company sold to NuVasive in 2016 |
| Boston Scientific | Increasing responsibility (domestic and international) | 2006–2014 | Finance leadership roles |
| Guidant | Increasing responsibility | 2001–2006 | Finance roles |
External Roles
- No external public company directorships disclosed for Mr. Koning in the executive officer biography section of the 2025 proxy .
Fixed Compensation
| Item | 2022 | 2023 | 2024 | 2025 (current) |
|---|---|---|---|---|
| Base Salary ($) | 418,846 | 442,115 | 470,000 (effective Feb 1, 2024) | 484,000 (approved Jan 29, 2025) |
| Target Bonus % of Salary | — | — | 70% | 70% |
| Target Bonus ($) | — | — | 329,000 | — |
Notes:
- In March 2025, ATEC adopted a salary-to-equity plan that reduced a portion (10–50%) of executives’ 2025 cash salary in exchange for RSUs vesting Aug 5 and Dec 5, 2025; NEO grants ranged from 3,866–21,751 RSUs, determined at 3/31/2025 close .
Performance Compensation
Annual Cash Bonus (STIP) Framework and 2024 Outcomes
- 2024 STIP metrics: Revenue (75% weight) and Adjusted EBITDA (25% weight); revenue threshold at 96% of target to earn any payout; Committee retained +/- adjustments for individual performance .
- 2024 corporate payout result: Revenue payout 102% (weighted 76%); Adjusted EBITDA payout 114% (weighted 29%); Aggregated corporate funding 105% .
| Metric | Weight | Target | Actual/Payout | Payout Applied |
|---|---|---|---|---|
| Revenue | 75% | Not disclosed | 102% payout | 76% weighted |
| Adjusted EBITDA | 25% | Not disclosed | 114% payout | 29% weighted |
| Aggregate corporate funding | — | — | — | 105% |
| Year | Cash Bonus Paid ($) |
|---|---|
| 2022 | 360,000 |
| 2023 | 475,000 |
| 2024 | 325,000 total; paid 50% cash ($162,500) and 50% as 19,598 RSUs (vesting Dec 5, 2025) |
Long-Term Incentive (LTI) – Structure and 2024 Grants
- ATEC grants PRSUs (tied to global revenue growth and a market condition over three years) and time‑based RSUs; PRSUs earned over a 1‑year performance period then vest 1/3 annually over 3 years; RSUs vest 1/3 annually over 3 years .
| LTI Component (2024 approval) | Target Value ($) | Grant Detail (Target # Units) | Vesting |
|---|---|---|---|
| PRSUs (Global Revenue Growth) | 2,000,000 | 95,238 PRSUs target | Earned based on 2024 revenue growth, then 1/3 vest on Mar 5, 2025/26/27 |
| RSUs | Included above | 31,746 RSUs | 1/3 annually over 3 years from grant |
2024 PRSU Result:
- ATEC’s 2024 YoY global revenue growth was 27%, equating to 107% of goal; PRSUs earned at 127% of target for Mr. Koning (120,952 units) with vest dates on Mar 5, 2025/2026/2027 .
Equity Ownership & Alignment
Beneficial Ownership (as of April 16, 2025)
| Holder | Shares Beneficially Owned | % Outstanding |
|---|---|---|
| J. Todd Koning | 150,179 (includes 37,500 RSUs vesting within 60 days) | <1% |
Outstanding Equity Awards (as of Dec 31, 2024)
| Award Type | Grant Date | Unvested/Unearned Units |
|---|---|---|
| RSUs (Sign-on) | 4/19/2021 | 37,500 unvested |
| RSUs | 2/24/2022 | 19,853 unvested |
| PRSUs (2022) | 2/24/2022 | 29,779 unearned |
| RSUs | 6/14/2023 | 42,771 unvested |
| PRSUs (2023) | 6/14/2023 | 86,408 unearned |
| PRSUs (mkt/other) | 6/14/2023 | 32,403 unearned |
| RSUs | 2/21/2024 | 31,746 unvested |
| PRSUs (2024 target before earning) | 2/21/2024 | 95,238 target |
Additional 2025 RSUs:
- 2024 bonus conversion: 19,598 RSUs granted for 50% of 2024 bonus; vests Dec 5, 2025 .
- 2025 salary‑to‑equity plan: RSUs granted in lieu of 2025 salary (NEO range 3,866–21,751), vest Aug 5 and Dec 5, 2025 (individual NEO counts not itemized) .
Ownership policy and alignment safeguards:
- Stock ownership guidelines for Section 16 officers: 1.0x base salary; counts shares and unvested time‑based RSUs (not options or unearned PRSUs); time to achieve: 5 years .
- Insider Trading Policy prohibits hedging and pledging (including use of shares for margin loans) .
Employment Terms
| Term | Detail |
|---|---|
| Employment status | At‑will; EVP & CFO since April 19, 2021 . |
| 2025 base salary | $484,000; target bonus 70% of salary . |
| Severance (without cause) | Lump sum cash equal to 1x the higher of (i) annual target total cash comp (salary + target bonus) or (ii) average annual total cash comp over prior 3 years; 18 months COBRA premiums; extended post‑termination option exercise window (later of 90 days or remaining term) . |
| Change-in-Control (double trigger; termination within 24 months post‑CIC) | Lump sum = 1x annual compensation + prorated portion (up to 6 months) of highest LTI grant date fair value in prior 3 years + prorated greater of target/3‑year highest bonus; 18 months COBRA; full vesting of service‑based equity . |
| Clawback | Company maintains a Dodd‑Frank compliant clawback policy covering incentive compensation for executive officers . |
| Other covenants | Separation agreements may include non‑disparagement and non‑solicit provisions, with general release required to receive severance . |
| Tax gross‑ups | No excise tax gross‑ups on CIC payments; no perquisite gross‑ups . |
Compensation Structure Analysis
- Pay mix and at‑risk design: Significant emphasis on variable, equity‑linked pay (PRSUs and RSUs), with STIP metrics (Revenue, Adj. EBITDA) tightly tied to company performance; 2024 STIP paid ~99% of target for CFO ($325k; 50% cash/50% RSUs) .
- Equity cadence and vesting: 2024 PRSUs earned at 127% (due to 27% revenue growth), introducing scheduled vesting in Mar 2025/26/27; additional RSUs vest Dec 5, 2025 (bonus) and Aug/Dec 2025 (salary‑to‑equity) .
- Governance safeguards: Double‑trigger CIC, robust clawback, no hedging/pledging, ownership guidelines (1x salary for Section 16 officers), and no tax gross‑ups .
Vesting Schedules and Potential Selling Pressure
- 2024 PRSUs earned (120,952 units) vest 1/3 on Mar 5, 2025; Mar 5, 2026; Mar 5, 2027 – potential periodic supply events around these dates .
- 2024 bonus RSUs (19,598 units) cliff‑vest Dec 5, 2025 .
- 2025 salary‑conversion RSUs vest Aug 5, 2025 and Dec 5, 2025; NEO‑specific quantities within disclosed range; CFO participated .
- Policy restricts hedging/pledging; vesting‑driven sales (for tax withholding) remain possible but are governed by insider policy windows .
Performance & Track Record
| Metric | 2024 Result / Relative Rank |
|---|---|
| Revenue | $612 million; +27% YoY |
| Adjusted EBITDA margin | ~+690 bps YoY improvement |
| Free cash flow | $9 million in Q4’24 |
| Peer benchmarking | 1‑yr revenue growth 90th percentile; 3‑yr revenue CAGR 85th percentile; 3‑yr TSR CAGR 75th percentile, as of 12/31/2024 |
Management outlook comments (CFO):
- CFO indicated confidence in 2025 free‑cash‑flow positivity with expected Q3 positive FCF (+$1–$5m) and “high single digits” in Q4, noting set/inventory cadence and working capital trends .
Equity Ownership & Pledging
- Beneficial ownership as of 4/16/2025: 150,179 shares; <1% outstanding .
- No pledging/hedging permitted under policy; ownership guidelines apply (1x salary for Section 16 officers; 5‑year compliance window) .
Say‑on‑Pay & Shareholder Feedback
- 2024 say‑on‑pay approval ~85% .
- Compensation Committee engages an independent consultant (Compensia) and uses a med‑tech peer group for market context; multi‑year vesting; double‑trigger CIC; clawback policy .
Compensation Peer Group (context)
- Representative peers include: 10x Genomics, Axonics, Glaukos, Inari Medical, Inspire Medical, Nevro, Orthofix Medical, Paragon 28, Tandem Diabetes Care, TransMedics, Treace Medical Concepts, etc.; peers selected on revenue and market cap comparability .
Investment Implications
- Alignment: High equity component (PRSUs with performance gates; RSUs), CEO/CFO STIP metrics tied to Revenue and Adj. EBITDA, and 2025 salary‑to‑equity plan reinforce alignment; hedging/pledging prohibited and ownership guidelines in place .
- Near‑term supply dynamics: Multiple 2025 vest events (Mar/Aug/Dec) from earned PRSUs, bonus RSUs, and salary‑conversion RSUs could create episodic selling/withholding flows; monitor Form 4s and 10b5‑1 activity around those dates .
- Retention and CIC economics: CFO severance = 1x annual comp outside CIC; 1x plus prorated LTI and bonus inside CIC (double trigger) with service‑based equity acceleration, balancing retention with shareholder protections (no gross‑ups) .
- Execution track record: Strong 2024 revenue growth and EBITDA margin expansion, improving cash generation, and above‑median growth/TSR vs peers support pay‑for‑performance narratives; continued delivery against growth and cash targets will be key to future payout realizations .