Angela L. Wirick
About Angela L. Wirick
Angela L. Wirick is AtriCure’s Chief Financial Officer (CFO), appointed in August 2020, leading Finance, Information Technology and Human Resources; she previously served four years as VP Finance and joined AtriCure in 2014 as Director, Finance . She is 47 (as of March 27, 2025), a CPA (inactive), and holds a B.S.B.A. in Accounting from the University of Dayton; her early career included roles at Arthur Andersen LLP and Deloitte & Touche LLP . Company performance under the current leadership has shown strong top-line growth: revenue rose 20.8% in 2023 with positive adjusted EBITDA of $19.4M and grew 16.5% in 2024 with adjusted EBITDA of $31.1M ; TSR measured as a $100 investment stood at $109.78 in 2023 and $94.00 in 2024 per pay-versus-performance disclosures .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| AtriCure | VP Finance | Four years prior to Aug 2020 | Led global accounting/finance; supported acquisitions and capital raises |
| AtriCure | Director, Finance | From 2014 | Built finance function; supported strategic initiatives |
| Deloitte & Touche LLP | Various managerial roles | 12 years | Audit/advisory across industries, foundation for public company finance |
| Arthur Andersen LLP | Auditor | Early career | Core accounting and controls experience |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| University of Dayton (School of Business Administration) | Business Advisory Council member | Current | External perspective to academia; network and governance input |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 420,516 | 447,383 | 462,935 |
| Target Annual Bonus ($) | n/a | 270,987 | 302,376 |
| Target Bonus as % of Salary | n/a | 60% | 65% |
| Actual Annual Bonus Paid ($) | 237,859 | 382,904 | 306,609 |
Notes:
- 2024 incentive design weighted 70% to revenue growth and 30% to pillar/people objectives; gross margin was removed vs 2023 .
- 2023 incentive design weighted 60% revenue, 10% gross margin, 30% pillar/people .
Performance Compensation
| Metric | Weighting | Target | Actual | Payout |
|---|---|---|---|---|
| 2023 Worldwide Revenue Growth | 60% | 18.0% | 20.8% | 135.6% of component |
| 2023 Gross Margin | 10% | 75.0% | 75.2% | 150.0% of component |
| 2023 Pillar & People Objectives | 30% | 8 goals | 10 goals | 150.0% of component |
| 2023 Total Plan Achievement | — | — | — | 141.3% overall |
| 2024 Worldwide Revenue Growth | 70% | 17.1% | 16.5% | 91.3% of component |
| 2024 Pillar & People Objectives | 30% | 6 goals | 7 goals | 125.0% of component |
| 2024 Total Plan Achievement | — | — | — | 101.4% overall |
Equity awards structure:
- RSAs: time-based vesting over three years (one-third annually) .
- PSAs: three-year performance awards tied to revenue CAGR and relative TSR vs NASDAQ Health Care Index; vest on the three-year anniversary of award date if conditions met .
- 2022 PSAs vested at 96% on 12/31/2024 ; 2021 PSAs vested at 146% on 12/31/2023 .
Equity Grants Detail
| Grant Date | Type | Shares/Units at Target (#) | Grant Date Fair Value ($) | Vesting |
|---|---|---|---|---|
| 3/1/2023 | RSAs | 24,478 | 949,991 | 1/3 annually over 3 years |
| 3/1/2023 | PSAs | 24,478 | 1,129,829 | 3-year cliff, revenue CAGR + TSR |
| 3/1/2022 | RSAs | 9,340 | 649,971 | 1/3 annually over 3 years |
| 3/1/2022 | PSAs | 9,340 | 910,482 | 3-year cliff, revenue CAGR + TSR |
Vesting events:
- 2023 stock vested: 19,519 RSAs vested, value realized $974,336 .
Equity Ownership & Alignment
| Date | Beneficial Shares Owned (#) | % of Class | Options Exercisable Within 60 Days (#) | Notes |
|---|---|---|---|---|
| 3/18/2024 | 139,070 | <1% | — | As reported in DEF 14A |
| 3/27/2025 | 164,770 | <1% | — | As reported in DEF 14A |
Ownership policy and alignment:
- Stock ownership guideline: Specified Officers (incl. CFO) must hold >1x annual base salary in company stock; policy states all NEOs meet guideline .
- Hedging and pledging: Prohibited for directors, officers, and employees (no margin accounts or collateral pledges) .
Outstanding awards at 12/31/2023 (selected for CFO):
- RSAs unvested: 1,256 (2021), 6,226 (2022), 24,478 (2023) .
- PSAs unearned at target: 16,461 (2021), 9,340 (2022), 24,478 (2023) .
- Legacy option: 5,000 shares @ $16.95 expiring 7/28/2024 .
Employment Terms
Key terms:
- Appointment: Offer letter dated August 6, 2020; base salary $385,000; annual Corporate Incentive Plan target 50% of base; equity grants totaling $2,250,000 (RSAs $1.5M vesting over three years; PSAs $750k cliff vest after three-year performance), at-will employment .
- Change-in-control (CIC): Double-trigger agreements are maintained for NEOs (termination during CIC period required for severance) . CFO’s CIC agreement provides severance equal to 12 months base salary plus target bonus if terminated during the CIC period (see footnote language) .
- Severance (non-CIC): Executive Leadership Severance Policy provides base salary continuation over 18 months for eligible executives terminated due to position elimination or RIF not involving a CIC .
- Clawback: Awards subject to compensation recovery per Company policy and exchange rules .
- Indemnification: Company has indemnification agreements with executive officers .
CIC economics (illustrative, assuming event at fiscal year-end per proxy tables):
| As of | Payments under Employment/CIC Agreement ($) | Aggregate Value of Vested Equity ($) | Aggregate Value of Unvested Equity ($) | Other ($) |
|---|---|---|---|---|
| 12/31/2023 | 722,631 | 93,700 | 2,935,146 | — |
| 12/31/2024 | 767,570 | — | 2,569,454 | — |
Compensation Structure Analysis
- Cash vs equity mix: 2023 and 2024 compensation shows large equity components (RSAs/PSAs), consistent with pay-for-performance and market-based approach; no option grants in 2022–2024 .
- Metric emphasis: Use of revenue growth both in annual bonus (short-term) and in PSA CAGR (long-term); addition of TSR aligns payouts to shareholder outcomes; 2024 further increased revenue weighting to 70% and removed gross margin from AIP, reflecting a strategic focus on growth and international expansion .
- Governance protections: No excise tax gross-ups; no option repricing; hedging/pledging prohibited; clawback policy in place .
Say-on-Pay & Shareholder Feedback
| Year | Say-on-Pay Approval (%) |
|---|---|
| 2023 | 83.6% |
| 2024 | 84.6% |
Compensation Peer Group and Consultant Usage
- 2023 consultant: WTW; peer group included Abiomed, Insulet, Penumbra, Artivion, iRhythm, Shockwave Medical, AxoGen, LivaNova, STAAR Surgical, and others .
- 2024 consultant: Korn Ferry; peer group included Alphatec, Insulet, Penumbra, Artivion, iRhythm, Shockwave, AxoGen, LivaNova, STAAR, Glaukos, Mesa Labs, Tactile Systems, Inari, Nevro, Tandem, Inspire Medical Systems .
Performance & Track Record
| Metric | 2023 | 2024 |
|---|---|---|
| Revenue ($M) | 399.2 | 465.3 |
| Revenue Growth (%) | 20.8% | 16.5% |
| Adjusted EBITDA ($M) | 19.4 | 31.1 |
| Pay vs Performance TSR (Value of $100) | 109.78 | 94.00 |
Highlights:
- Strategic product launches and regulatory milestones across AtriClip, cryoSPHERE, and EnCompass platforms supported growth .
- Clinical programs (LeAAPS, CEASE-AF, DEEP AF) and guideline upgrades (ACC/AHA/HRS; ESC/EACTS) underpin long-term adoption and revenue visibility .
Risk Indicators & Red Flags
- Hedging/pledging: Prohibited; reduces misalignment risk .
- Clawback policy: In place; mitigates misconduct payout risk .
- Option repricing: Not permitted; shareholder-friendly .
- Equity award concentration: Significant unvested equity value tied to performance; retention-positive but may create future selling pressure around vest dates (e.g., early March annual grant/three-year PSA cliff vesting) .
Vesting Schedules and Insider Selling Pressure
- RSAs vest one-third annually on grant anniversary; CFO had 24,478 RSAs granted 3/1/2023 and 9,340 RSAs granted 3/1/2022, setting annual vest dates in March through 2025 .
- PSAs vest on three-year anniversaries contingent on revenue CAGR and TSR; 2023 PSAs (24,478 target) would be eligible around 3/1/2026 subject to goal attainment .
- 2023 vesting event: 19,519 RSAs vested for CFO; no options exercised in 2023 .
Equity Ownership & Alignment Assessment
- Beneficial ownership rose from 139,070 shares (Mar 18, 2024) to 164,770 (Mar 27, 2025), remaining <1% of outstanding shares; aligns with policy (>1x salary) and prohibits hedging/pledging .
Employment Contracts, Severance, and CIC Economics
- Offer letter economics (Aug 2020): Base $385k; 50% bonus target; RSAs $1.5M (three-year vest); PSAs $750k (three-year performance cliff) .
- CIC agreements: Double-trigger; CFO illustrative CIC severance at year-end includes 12 months base + target bonus and equity values per proxy tables .
- Non-CIC severance: 18 months base salary continuation under Executive Leadership Severance Policy .
- Indemnification agreements in place .
Expertise & Qualifications
- CPA (inactive), extensive public accounting background; led finance, IT, HR at AtriCure; academic advisory role underscores external network .
Investment Implications
- Pay-for-performance alignment is robust: heavy weighting to revenue growth and multi-year PSAs with TSR market condition ties compensation to both execution and shareholder outcomes; strong say-on-pay support suggests investor acceptance .
- Retention risk appears moderate given unvested equity and double-trigger CIC protection; non-CIC severance provides downside support, while clawback/anti-hedging policies reinforce alignment .
- Potential near-term supply from scheduled RSA vesting each March and PSA cliffs (e.g., 2026) could create periodic selling pressure; monitor Form 4 activity around vest dates for trade timing signals (we can expand with insider-trades data upon request) .
- Company fundamentals show continued revenue growth and improving adjusted EBITDA, supporting incentive attainment and long-term value creation; however, 2024 TSR was below 2023, emphasizing the importance of TSR components in PSAs for future payouts .