Michelle Caron
About Michelle Caron
Michelle Caron is Chief Financial Officer (Principal Accounting and Financial Officer) of A10 Networks, appointed effective September 24, 2025 and currently signing the company’s SEC filings and internal control certifications . She is 58 and a Certified Public Accountant with an MBA from Southern Connecticut State University and a BS in Accounting from Central Connecticut State University; her prior finance leadership spans Danaher divisions (Beckman Coulter Life Sciences CFO; Pall Group Financial Officer; Phenomenex CFO) and earlier roles at Philips Healthcare and Stryker Biotech . For context on the performance environment preceding her tenure, A10 delivered FY2024 revenue of $261.7M (+4% YoY) and adjusted EBITDA of $74.5M (28.5% margin), with 1–5 year absolute TSR of 44%, 142%, 146%, 98% and 182% respectively . A10’s executive pay program emphasizes at‑risk pay tied to revenue, adjusted EBITDA, and stock price (100‑day VWAP) with clawbacks and hedging/pledging prohibitions, providing strong alignment with shareholders .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Beckman Coulter Life Sciences (Danaher) | VP Finance & CFO | Jun 2021 – Sep 2025 | Led finance at a complex global life sciences division; operational excellence and strategic alignment |
| Pall Corporation (Danaher) | Group Financial Officer | Aug 2019 – Jun 2021 | Oversaw group-level finance; supported budgeting and strategy development |
| Phenomenex (Danaher) | Chief Financial Officer | Nov 2016 – Aug 2019 | Drove financial leadership through growth and M&A execution within Danaher’s portfolio |
| Philips Healthcare | Finance/Controller roles | Not disclosed | Early career finance roles; built healthcare sector expertise |
| Stryker Biotech | Finance/Controller roles | Not disclosed | Early career finance roles; strengthened medtech finance capabilities |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| None disclosed | — | — | No public company board or committee roles disclosed in company filings or press materials |
Fixed Compensation
| Component | Value | Notes |
|---|---|---|
| Base Salary | $400,000 | Per offer letter upon appointment as CFO |
| Target Annual Bonus | 50% of base salary | Under A10 Executive Cash Incentive Plan; pro‑rata as applicable |
| Signing Bonus | $150,000 | One‑time sign‑on cash bonus |
Performance Compensation
Annual Cash Incentive Plan (Company Framework)
| Metric | Weighting | Threshold | Target | Maximum | FY2024 Actual | Payout Factor |
|---|---|---|---|---|---|---|
| Revenue | 50% | $247M | $261.6M | $264M | $261.7M | 100% |
| Adjusted EBITDA | 50% | $68M | $75.3M | $78M | $74.5M | 99% |
- Caron’s 2025 bonus will follow the plan structure (revenue and adjusted EBITDA objectives) with a 50% target; individual 2025 goals and payouts have not been disclosed yet .
Equity Awards (Offer Letter)
| Award Type | Grant Value | Performance Metric | Vesting Schedule | Change‑of‑Control Treatment |
|---|---|---|---|---|
| RSUs | $250,000 | N/A | Vests annually over 4 years in equal increments | Eligible for standard executive CIC severance benefits package |
| PSUs | $250,000 | 100‑Day VWAP thresholds during a 4‑year performance period | Tranche‑based vesting upon achievement; earlier vesting possible upon CIC | Eligible for standard executive CIC severance benefits package |
- A10’s PSU design uses 100‑day VWAP milestones, with service‑based vesting following achievement; Caron’s specific thresholds were not disclosed in the 8‑K .
- Company practice includes significant performance‑based equity for NEOs and clawback coverage for incentive pay .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Initial beneficial ownership | No securities beneficially owned at appointment (Form 3) |
| Ownership as % of outstanding | 0% at time of Form 3 (73,952,601 shares outstanding reference) |
| Hedging/derivatives | Prohibited for executives under Insider Trading Policy |
| Pledging/margin | Prohibited for executives under Insider Trading Policy |
| Clawback | Executive Compensation Recoupment Policy applies to incentive pay tied to financial measures |
- Future RSU and PSU vesting may create incremental sellable supply; share counts for Caron’s awards were disclosed in value terms, not units, limiting precise pressure assessment .
Employment Terms
| Term | Detail |
|---|---|
| Role and start date | CFO effective September 24, 2025 |
| Base pay and bonus | $400,000 base; 50% target bonus under Executive Cash Incentive Plan |
| Sign‑on | $150,000 cash |
| Equity | RSUs and PSUs each valued at $250,000 with 4‑year structures; performance based on 100‑day VWAP |
| Severance/CIC | Eligible for A10’s standard executive change‑in‑control severance package |
| A10 standard CIC features | For NEOs, double‑trigger CIC with 100% of base salary and 100% of target bonus paid, 12 months COBRA reimbursement, 100% acceleration of service‑based equity, and 100% acceleration of PSU portions where performance criteria have been met |
| Non‑CIC severance (company standard) | For executives (other than CEO), typical salary continuation for 9 months plus up to 9 months COBRA reimbursement; CEO receives 12 months |
- Non‑compete, non‑solicit, and garden leave terms for Caron were not disclosed in the appointment filing .
Investment Implications
- Alignment: Caron’s package balances fixed pay with performance‑based equity linked to stock VWAP, supported by company clawback and anti‑hedging/pledging policies—mitigating misalignment and hedging risk .
- Retention and CIC: Eligibility for A10’s standard double‑trigger CIC terms and multi‑year vesting promotes retention but can accelerate equity on qualified CIC events—important for modeling potential dilution and event risk .
- Execution track record: Deep Danaher finance leadership (CFO and group FO roles) and immediate assumption of SEC certification responsibilities suggest operational rigor and controls discipline—positive for forecasting reliability and cash conversion narratives .
- Near‑term trading signals: Initial zero ownership at appointment implies no immediate insider selling pressure; monitor subsequent Form 4 filings for RSU vesting and PSU milestone achievement as potential supply catalysts .
- Pay‑for‑performance backdrop: A10’s recent financial performance and strong say‑on‑pay support underpin the compensation framework Caron enters, with cash bonuses historically tied to revenue and adjusted EBITDA targets and equity tied to 100‑day VWAP outcomes .