Ed Reisz
About Ed Reisz
Ed Reisz is Chief Administrative Officer of Aveanna Healthcare Holdings Inc. (AVAH), having joined at formation in 2017. He is 66 years old and previously served as EVP and Chief Human Resources Officer at PSA and SVP/CHRO at Gentiva; he founded Bridgewater Consulting, a regional home care consulting firm . Company performance during his tenure has recently improved: 2024 revenue reached $2,024 million (+6.8% YoY) and adjusted EBITDA was $183.5 million (+31.8% YoY) . However, shareholder returns since 2021 remain below par, with Aveanna’s pay-versus-performance TSR index rising to 62.97 in 2024 from 10.54 in 2022 and 36.22 in 2023 (base $100 on 12/31/2021) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Aveanna Healthcare Holdings Inc. | Chief Administrative Officer | Joined 2017 | Founding leadership role; administrative oversight across a multi-division home care platform |
| PSA Healthcare | EVP & Chief Human Resources Officer | 2015–2017 | Led HR during period preceding Aveanna’s formation; supported scale-up of caregiver recruitment |
| Gentiva Health Services | SVP & Chief Human Resources Officer | Not disclosed | Enterprise HR leadership within a national home health provider |
| Bridgewater Consulting | Founder | Not disclosed | Founded regional consulting firm focused on home care industry |
| Financial industry (early career) | Various (not disclosed) | Not disclosed | Early career in finance, foundational for later HR/administrative leadership |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Bridgewater Consulting | Founder | Not disclosed | Regional consulting firm focused on home care industry |
Fixed Compensation
| Metric | FY 2022 | FY 2023 |
|---|---|---|
| Base salary ($) | $400,000 | $400,000 |
| Target bonus (% of salary) | 60% | 60% |
| Actual bonus paid ($) | — (no FY22 NICP reported) | $240,000 |
| Stock awards ($) | $511,345 | $1,222,500 |
| Total compensation ($) | $912,469 | $1,871,888 |
Notes:
- 2023 NEO compensation structure for Ed included base salary, non‑equity incentive plan compensation, and long‑term incentives (RSUs/PSUs) .
- 2024 NEOs were CEO, CFO, and CLO; Ed is an executive officer but not a 2024 NEO, so his 2024 pay is not itemized in the 2025 proxy .
Performance Compensation
| Component | Metric | Weighting | Target structure | Actual FY 2023 outcome | Payout/vesting |
|---|---|---|---|---|---|
| Annual cash incentive | Revenue | 30% | Company revenue per GAAP (excludes 2023 acquisitions) | Achieved overall plan at 100% of target | 100% of target payout; Ed received $240,000 |
| Annual cash incentive | Adjusted EBITDA | 70% | Company Adjusted EBITDA (per 10‑K MD&A definition) | Achieved overall plan at 100% of target | 100% of target payout; Ed received $240,000 |
| Long‑term incentives (RSUs) | Time‑based vesting | 50% of LTI mix | 3‑year cliff vesting from grant date | Grants on 2/14/2023 (187,500 RSUs); 12/29/2021 (125,000 RSUs); 2/14/2022 (50,305 RSUs) outstanding at FY23 end | RSUs vest 3 years from grant (e.g., 2/14/2026 for 2023 grants; 2/14/2025 for 2022; 12/29/2025 for 2021) |
| Long‑term incentives (PSUs) | Adjusted EBITDA (annual, over 3-year window) | 50% of LTI mix | Performance can be met in any one year; earned amounts vest at end of 3 years | 187,500 PSUs outstanding from 2/14/2023; 187,500 PSUs outstanding from 2/14/2022 at FY23 end | Vests at end of 3 years (e.g., 2/14/2026 for 2023 PSUs; 2/14/2025 for 2022 PSUs) |
Design features:
- Annual bonus capped at 200% of target; interpolation between threshold/target/max; committee discretion applies .
- Senior management retention plan implemented in 2023 granted PSUs based on reaching revenue/Adjusted EBITDA targets over four consecutive quarters; designed to address equity devaluation from stock price declines .
Equity Ownership & Alignment
| Item | Detail | As-of |
|---|---|---|
| Beneficial ownership (shares) | 1,461,020 shares (includes options exercisable within 60 days) | 3/18/2024 |
| Ownership % of shares outstanding | <1% | 3/18/2024 |
| Options (exercisable/unexercisable; strike; expiry) | 12/01/2017 grant: 709,870 exercisable, 709,870 unexercisable at $4.88, expires 11/30/2027; 11/24/2020 grant: 30,750 exercisable, 71,750 unexercisable at $15.00, expires 11/23/2030 | 12/30/2023 |
| Unvested RSUs | 12/29/2021: 125,000; 2/14/2022: 50,305; 2/14/2023: 187,500 | 12/30/2023 |
| Unvested PSUs (unearned shares) | 2/14/2022: 187,500; 2/14/2023: 187,500 | 12/30/2023 |
| Stock ownership guidelines | 3x base salary for “Other NEOs”; expected compliance within 5 years from appointment; RSUs count toward compliance, options/PSUs do not | Policy |
| Hedging/pledging | Prohibited (no hedging, short sales, margin purchases, borrowing against accounts, or pledging) | Policy |
Notes:
- 2025 proxy reiterates prohibition on hedging/pledging and confirms ownership guidelines .
- Section 16(a) reports were generally timely; 2023 proxy notes certain directors filed one late Form 4; executive officers were otherwise compliant . 2024 proxy notes similar isolated late filings among directors .
Employment Terms
| Provision | Term |
|---|---|
| Employment agreement term | Initial three-year term; auto-renews for additional one-year periods unless terminated |
| Severance (without Cause / Good Reason) | 1x base salary; plus the prior-year annual bonus amount; subsidized health/welfare benefits up to one or two years depending on company election |
| Restrictive covenants | Confidentiality, non-disparagement, non-compete, non-solicit apply during employment and for 1 year post-termination; Company may elect to extend Restricted Period to 24 months with enhanced severance (2x salary and 2x prior-year bonus) |
| Equity treatment on termination | 2017 Plan options: vested remain exercisable 90 days post-termination; forfeiture for Cause; 12-month exercise window for death/disability; immediate vesting of an additional 40% of time-vesting options on death/disability (capped at 100%); 2021 Plan: no automatic acceleration for termination/death/disability; change-in-control may trigger accelerated vesting if awards are not assumed/substituted |
Compensation Structure Analysis
- Shift toward RSUs/PSUs with 50/50 mix since 2023, reducing reliance on options; RSUs have 3-year cliff vesting; PSUs link payouts to annual Adjusted EBITDA performance vesting after 3 years .
- Senior management retention PSUs introduced in 2023 to counter underwater equity, aligning retention with revenue/EBITDA targets over four consecutive quarters .
- Strong pay-for-performance disclosure and bonus caps to mitigate risk; independent compensation consultant (Aon) engaged; committee composed of independent directors .
Compensation Peer Group
Aveanna’s peer set used by Aon for compensation benchmarking includes 14 healthcare services names such as Addus HomeCare, Amedisys, AMN Healthcare, ModivCare, Option Care Health, RadNet, Surgery Partners, and The Pennant Group, among others .
Say‑on‑Pay & Shareholder Feedback
- 2024 meeting: stockholders “overwhelmingly” approved NEO compensation on an advisory basis; no material modifications made thereafter .
- 2023 meeting: stockholders “overwhelmingly” approved NEO compensation; no material modifications made thereafter .
Board Governance (context)
Compensation Committee: Devin O’Reilly (Chair), Christopher R. Gordon, Steven E. Rodgers, Robert M. Williams, Jr.; independent directors; retains independent consultant; oversees executive compensation and employment/severance arrangements . Hedging/pledging banned; stock ownership guidelines in place .
Performance & Track Record (company context during his tenure)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenue ($ millions) | — | $1,895 | $2,024 (+6.8% YoY) |
| Adjusted EBITDA ($ millions) | — | $139.2 | $183.5 (+31.8% YoY) |
| Pay-vs-Performance TSR index (base $100 on 12/31/2021) | 10.54 | 36.22 | 62.97 |
| Net loss ($ thousands) | (662,034) | (134,524) | (10,929) |
Investment Implications
- Alignment: Significant unvested RSUs/PSUs and option holdings create multi-year retention hooks; prohibitions on hedging/pledging and stock ownership guidelines strengthen alignment .
- Incentive quality: Annual cash incentives tied to revenue and Adjusted EBITDA, with capped payouts and clear disclosure, reduce short‑term gaming risk; LTI PSUs vest only after a three‑year period with EBITDA-based hurdles .
- Retention risk: Employment agreements provide moderate severance (1x salary + prior-year bonus) and enforceable non‑compete/non‑solicit provisions, with potential 24‑month extension coupled with 2x salary/bonus, lowering near‑term departure risk .
- Execution track: Company fundamentals improved in 2024 (revenue and EBITDA growth), but TSR remains below par versus the 2021 base; continued delivery on EBITDA-linked PSUs would convert unvested equity to vested value, potentially reducing insider selling pressure around vest dates .
- Governance: Independent Compensation Committee, use of external consultant (Aon), and strong policies (no hedging/pledging) mitigate red flags; related-party transactions are limited and disclosed; say‑on‑pay received strong support .