Tianyi Jiang
About Tianyi Jiang
AvePoint’s CEO since July 2021 and director since 2005; age 50; PhD and MS in Data Mining from NYU, BS and MS in Electrical and Computer Engineering from Cornell . In 2024, AvePoint exceeded ARR, revenue, and non-GAAP operating income AIP targets, with weighted bonus payout at 115.9% . TSR improved materially with value of $100 investment at 134.78 in 2024 vs 68.70 in 2023 and 34.39 in 2022, while GAAP net income remained negative (2024: $(29.1)M) . December 2024 stock price milestones triggered Earn-Out share issuance; Dr. Jiang received 378,613 shares, reflecting share price performance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| AvePoint (predecessor) | Co-Chief Executive Officer | 2008–2021 | Led transition to SaaS/cloud; positioned for Nasdaq listing via 2021 SPAC merger |
| AvePoint (Board) | Director | 2005–present | Long-tenured product and SaaS expertise on board |
External Roles
No other public company boards disclosed for Dr. Jiang .
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary (US$) | $450,000 | $450,000 | $450,000 |
| Target Annual Bonus (% of Salary) | Not disclosed | 80% | 100% |
| Actual Annual Bonus Paid (US$) | $252,000 | $374,760 | $521,550 |
Performance Compensation
Annual Incentive Plan (AIP)
| Metric (US$ mm) | Weight | FY 2023 Target | FY 2023 Actual | FY 2023 Payout % | FY 2024 Target | FY 2024 Actual | FY 2024 Payout % |
|---|---|---|---|---|---|---|---|
| Total Revenue | 40% | 270.3 | 271.8 | 101.6% | 325.6 | 330.5 | 101.5% |
| ARR | 40% | 264.0 | 264.5 | 101.2% | 324.2 | 327.0 | 100.9% |
| Non-GAAP Operating Income | 20% | 19.6 | 22.2 | 114.8% | 35.8 | 47.6 | 133.1% |
| Weighted Bonus Payout | — | — | — | 104.1% | — | — | 115.9% |
Note: 2025 AIP metrics shift to GAAP operating income (20%) with revenue and ARR (each 40%) .
Long-Term Equity Incentives
| Award Type | FY 2024 Grant Detail | Vesting | Performance Metrics |
|---|---|---|---|
| Stock Options | 234,960 options @ $7.46 strike (grant 5-Mar-2024) | 25% at 1-year, remainder quarterly over 12 quarters; 10-year term | |
| Performance RSUs (PRSUs) | 134,048 units (grant 5-Mar-2024) | 50% vests after 2 years; remainder quarterly over next 8 quarters | 2025 GAAP operating income (25%), 2025 Rule of 40 (ARR growth + non-GAAP op margin) (75%) |
| PRSUs (2025 grants) | Notional targets approved for Mar-2025 cycle | Full vest after 3-year performance period (2025–2027) | ARR CAGR (70%), GAAP profitability in 2027 (30%) |
Equity Ownership & Alignment
Beneficial Ownership
| As-of Date | Shares Beneficially Owned | % of Shares Outstanding | Options Exercisable ≤60 Days | RSUs Vesting ≤60 Days |
|---|---|---|---|---|
| Mar 11, 2024 (Record Date) | 20,558,069 | 10.89% | 4,755,530 | 41,579 |
| Mar 10, 2025 (Record Date) | 21,658,791 | 10.39% (202,874,440 SO) | 5,483,202 | 19,363 |
Anti-hedging and anti-pledging policy prohibits hedging and pledging of AvePoint equity by directors and officers .
2024 Equity Activity
| Activity (FY 2024) | Shares/Units | Value Realized |
|---|---|---|
| Options Exercised | — | — |
| Stock Vested | 177,470 | $1,995,606.54 |
Selected Outstanding Awards (12/31/2024)
| Grant | Exercisable | Unexercisable | Strike | Expiration |
|---|---|---|---|---|
| 5-Mar-2024 Options | — | 234,960 | $7.46 | 5-Mar-2034 |
| 1-Sep-2021 Options | 609,284 | 140,604 | $9.64 | 1-Sep-2031 |
| 21-Mar-2022 Options | 95,050 | 43,200 | $5.88 | 21-Mar-2032 |
| 13-Mar-2023 Options | 87,920 | 113,039 | $4.22 | 13-Mar-2033 |
Employment Terms
| Term | CEO (Tianyi Jiang) | Source |
|---|---|---|
| Employment | At-will; initial 3-year term; auto-renews annually unless notice 60 days prior to expiry | |
| Target Bonus Eligibility | As per AIP (100% of salary in 2024) | |
| Severance (Without Cause/Good Reason) | 18 months base salary + average bonus of prior 2 years; COBRA premium payments up to 18 months; equity acceleration to the number of shares that would vest over 18 months (time-based awards) | |
| Change-in-Control | Full acceleration of equity awards upon change-in-control with continuous service through closing or termination w/o Cause or for Good Reason in 3 months prior to closing (single-trigger equity acceleration) | |
| Clawback Policy | Compensation Recovery Policy adopted Sep 7, 2023; recovers incentive comp on accounting restatement (no knowledge requirement) |
No tax gross-ups or perquisites disclosed; company states no perquisites for NEOs .
Board Governance
- Role: CEO and director (Class I). Up for re-election at 2025 annual meeting . Independence: Not independent (executive officer) .
- Committee service: None (independent directors chair Audit, Compensation, Nominating & Corporate Governance) .
- Board leadership: Executive Chairman (Xunkai Gong); Lead Independent Director (Jeff Teper) . Dual-role implications mitigated by majority-independent board and independent committee chairs .
- Attendance: Each director attended ≥75% of Board/committee meetings in 2024 .
- Director compensation: Employee directors (including Dr. Jiang) receive no additional director pay; non-employee director program is cash + annual RSUs .
Performance & Track Record
Pay vs Performance (company-level)
| Year | TSR (Value of $100) | Net Income (US$ mm) | ARR (US$ mm) |
|---|---|---|---|
| 2022 | 34.39 | (38.7) | 214.7 |
| 2023 | 68.70 | (21.5) | 264.5 |
| 2024 | 134.78 | (29.1) | 327.0 |
Earn-Out share triggers met in Dec 2024 ($12.50, $15.00, $17.50 thresholds), awarding 378,613 shares to Dr. Jiang .
Say-on-Pay
| Year | Approval % |
|---|---|
| 2023 (on FY 2022 comp) | 94.96% |
| 2024 (on FY 2023 comp) | 92.44% |
Compensation Peer Group
- FY 2024 peer group included companies such as Amplitude, Enfusion, Jamf, MeridianLink, N-able, Varonis, among others; additions/removals detailed relative to market cap and M&A changes .
Equity Ownership & Alignment Analysis
- Material “skin in the game”: ~10% ownership; significant options exercisable within 60 days (5.48M as of 2025 record date) and limited near-term RSU vesting volume (19,363 within 60 days) .
- Insider selling pressure: No option exercises in 2024; RSU vesting totaled 177,470 shares with ~$2.0M value realized, indicating routine vesting rather than opportunistic selling .
- Alignment safeguards: Explicit anti-hedging/anti-pledging policy for executives/directors reduces misalignment risks from derivatives/pledges .
Compensation Structure Analysis
- Shift toward performance equity: Introduction of PRSUs in 2024 and expanded three-year PRSU structure in 2025 heightens multi-year performance linkage (ARR CAGR and GAAP profitability) .
- Increased at-risk pay: For 2024, CEO received options ($1.0M grant-date FV) and PRSUs ($999,998 FV); no time-based RSUs—implies higher performance sensitivity vs 2023 (mix of options + RSUs) .
- AIP metrics tightened: 2025 moves to GAAP operating income (replacing non-GAAP), raising bar on profitability quality .
- No repricing/modifications disclosed; no perquisites or gross-ups; Clawback adopted per SEC/DGCL norms .
Related Party & Red Flags
- Related party: Audit Committee approved employment arrangement involving CFO’s daughter (hired prior to CFO; outside CFO’s reporting line) .
- Hedging/pledging prohibited ; no option repricings disclosed .
- Section 16(a): 2024 late filing noted for one non-employee director; none for CEO .
Investment Implications
- Strong alignment with shareholders: ~10% ownership and prohibition on hedging/pledging, plus performance-heavy equity mix (options and PRSUs), support long-term value orientation .
- Retention risk moderate: Attractive severance (18 months salary+bonus) and single-trigger equity acceleration on change-in-control may lower stickiness in M&A scenarios, but PRSU multi-year design increases vesting cliff risk if performance is not met .
- Trading signals: Dec-2024 Earn-Out share vesting confirms stock performance thresholds met; lack of option exercises in 2024 suggests limited opportunistic selling; upcoming PRSU metrics (ARR CAGR, GAAP profitability) provide catalysts for equity value if executed .
- Governance quality: Majority-independent board, independent committee chairs, and Lead Independent Director mitigate CEO dual-role concerns (CEO/director) . Strong say-on-pay support (>92%) reduces compensation overhang .