Mary Lou Burke Afonso
Chief Operating Officer, North America Center Operations at 
BRIGHT HORIZONS FAMILY SOLUTIONS
BRIGHT HORIZONS FAMILY SOLUTIONSExecutive
About Mary Lou Burke Afonso
Mary Lou Burke Afonso, age 60, is Chief Operating Officer, North America Center Operations at Bright Horizons, a role she has held since January 2016; she is a 29‑year company veteran who joined in 1995 and previously held senior roles across Client Relations, Operations, and Finance. Prior to Bright Horizons, she was Controller for Bose in France and began her career on the audit staff at Price Waterhouse in Boston . Under the executive team’s oversight in 2024, Bright Horizons delivered 11% revenue growth with segment contributions of roughly $2.0B in Full Service, $610M in Back‑Up Care, and $114M+ in Educational Advisory Services; Adjusted EBITDA increased to $409.3M from $352.1M in 2023, while the Pay‑versus‑Performance TSR index for BFAM rose to $73.71 (from $62.67) but remains below the 2020 base .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Bright Horizons | COO, North America Center Operations | Jan 2016 – Present | Leads North America center operations execution and performance . |
| Bright Horizons | EVP, North America Center Operations | Jan 2014 – Dec 2015 | Oversaw regional operations scale-up and performance management . |
| Bright Horizons | SVP, Client Relations | Jan 2005 – Dec 2013 | Led client relationship management and retention for employer partners . |
| Bright Horizons (earlier roles) | Finance, Center & Business Ops, Client Relations, College Coach | Various (pre‑2005) | Cross‑functional leadership across operations and growth initiatives . |
| Bose (France) | Controller | Pre‑1995 | Finance leadership in international operations . |
| Price Waterhouse (Boston) | Audit Staff | Pre‑1995 | Public accounting; financial reporting rigor . |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | 373,118 | 400,000 | 414,000 |
| Target Bonus (% of Salary) | 100% | 100% | 100% |
| Actual Annual Bonus Paid ($) | 186,559 | 200,000 | 207,000 |
| All Other Compensation ($) | 7,620 | 6,252 | 7,957 (401(k) match $5,457; NQDC match $2,500) |
- 2024 salaries for NEOs rose 3.5% YoY (Mary Lou from $400,000 to $414,000) .
Performance Compensation
| Plan | Metric | Weighting | Target | Actual/Outcome | Payout/Result | Vesting Mechanics |
|---|---|---|---|---|---|---|
| Annual Cash Bonus (2024) | Individual Performance | 50% | Not disclosed | 100% achieved | Contributes 50% to weighted result | Cash paid following year . |
| Annual Cash Bonus (2024) | Adjusted EBITDA | 25% | Not disclosed | 88.0% achieved | Contributes 22.0% to weighted result | Cash paid following year . |
| Annual Cash Bonus (2024) | Adjusted EPS | 25% | Not disclosed | 102.2% achieved | Contributes 25.5% to weighted result | Cash paid following year . |
| Annual Cash Bonus (2024) | Total/Discretion | — | — | Weighted 97.5%; +2.5% discretionary | Actual paid: 100% of salary | — . |
| PRSUs (LTIP) | 3‑yr average Adjusted EBITDA growth | 25% of LTIP value | Target shares set at grant | Vests 0–200% at 3rd anniversary | 2024 grant target 2,378 PRSUs | Three‑year cliff vesting; pro‑rata on certain terminations . |
| RSUs (LTIP) | Service-based | 50% of LTIP value | — | — | 2024 grant 4,756 RSUs | Three‑year cliff vesting . |
| Stock Options (LTIP) | Service-based | 25% of LTIP value | — | — | 2024 grant 5,356 options @ $115.65 | Vests in 3 equal annual tranches; 10‑yr term (post‑2023) . |
Notes:
- LTIP mix instituted in 2023 (25% options/25% PRSUs/50% RSUs); PRSUs vest on 3‑year average Adjusted EBITDA growth, up to 200% of target .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 61,946 shares; less than 1% of outstanding (57,378,107 shares outstanding as of 4/10/2025) . |
| Components/Footnote | Includes 3,000 shares held by immediate/other family; 42,527 shares issuable upon exercise of outstanding options; excludes unvested RSUs/PRSUs as noted below . |
| Unvested Time‑based RSUs (selected tranches) | 7,052 vesting 2/24/2026; 4,756 vesting 3/4/2027; 4,224 vesting 3/5/2028 . |
| Unvested PRSUs (selected tranches) | 3,526 vesting 2/24/2026; 2,378 vesting 3/4/2027; 2,112 vesting 3/5/2028 (subject to performance) . |
| Stock Ownership Guidelines | Exec officers must hold ≥3x salary; as of 12/31/2024 all NEOs with requisite tenure met or exceeded; hedging and pledging prohibited . |
| Insider Policy | Anti‑hedging and anti‑pledging; no tax gross‑ups; no option repricing without shareholder approval . |
| 2024 Option Exercises | 12,000 options exercised; value realized $420,501 . |
| Out‑of‑the‑money Options (12/31/24) | 27,756 unvested options OTM as of year‑end . |
| NQDC Plan (12/31/24) | Executive contributions $13,088; company match $2,500; aggregate balance $147,397 . |
Outstanding Equity (12/31/2024 snapshot)
| Award Type | Status | Qty | Exercise Price | Grant Date | Expiration | Notes/Value Reference |
|---|---|---|---|---|---|---|
| Stock Options | Exercisable | 8,940 | $122.44 | 2/25/2019 | 2/25/2026 | Legacy 7‑yr term schedule . |
| Stock Options | Unexercisable | 1,144 | $169.87 | 2/24/2020 | 2/24/2027 | . |
| Stock Options | Exercisable | 8,484 | $159.66 | 2/26/2021 | 2/26/2028 | . |
| Stock Options | Unexercisable | 5,656 | $159.66 | 2/26/2021 | 2/26/2028 | . |
| Stock Options | Unexercisable | 15,600 | $128.81 | 2/25/2022 | 2/25/2029 | . |
| Stock Options | Exercisable | 2,714 | $77.99 | 2/24/2023 | 2/24/2033 | 10‑yr term since 2023 . |
| Stock Options | Unexercisable | 5,512 | $77.99 | 2/24/2023 | 2/24/2033 | . |
| Stock Options | Unexercisable | 5,356 | $115.65 | 3/4/2024 | 3/4/2034 | . |
| RSUs | Unvested | 4,125 | — | Purchased RS (legacy) | — | Market value $457,256 at $110.85 . |
| RSUs | Unvested | 7,052 | — | 2/24/2023 | — | Market value $781,714 at $110.85 . |
| RSUs | Unvested | 4,756 | — | 3/4/2024 | — | Market value $527,203 at $110.85 . |
| PRSUs | Unvested (target) | 3,526 | — | 2/24/2023 | — | Market/payout value $390,857 at $110.85 (target) . |
| PRSUs | Unvested (target) | 2,378 | — | 3/4/2024 | — | Market/payout value $263,601 at $110.85 (target) . |
Employment Terms
| Scenario (assumed as of 12/31/2024) | Pro‑Rata Bonus | Salary/Bonus Continuation | Medical Continuation | Accelerated Equity Vesting | Other |
|---|---|---|---|---|---|
| Termination without cause/for good reason + Change of Control | $414,000 | $1,555,200 | $99,520 | $2,336,085 | — . |
| Termination without cause/for good reason (no CoC) | $414,000 | $414,000 | — | $348,439 | — . |
| Death or Disability | $414,000 | — | — | $540,024 | — . |
| Change of Control (equity acceleration) | — | — | — | $2,336,085 | — . |
Additional terms and governance:
- Equity acceleration under CoC: For NEOs employed >2 years, RSUs and PRSUs vest 100% at target on a change of control; for shorter tenure, acceleration requires termination without cause/for good reason within 12 months post‑CoC for RSUs/PRSUs .
- PRSU treatment on termination: Pro‑rata vesting based on months employed in performance period, assuming target .
- Restrictive covenants: Non‑compete, non‑solicit, non‑hire during the severance payment period; confidentiality obligations .
- Clawback: Mandatory recoupment of erroneously awarded incentive‑based compensation upon an accounting restatement .
- Anti‑hedging/anti‑pledging: Hedging and pledging transactions are prohibited .
- Say‑on‑pay support: ~94% approval at 2024 Annual Meeting; no substantial program changes for 2025 .
Compensation Structure Notes and Trends
- Pay mix and incentives: Emphasis on at‑risk pay via LTIP (50% RSUs, 25% PRSUs tied to 3‑yr average Adjusted EBITDA growth, 25% stock options), aligning with long‑term value creation and performance .
- Annual bonus metrics: 50% corporate (Adjusted EBITDA 25%, Adjusted EPS 25%), 50% individual—2024 payout at 100% of salary after a 2.5% discretionary adjustment (97.5% weighted achievement pre‑adjustment) .
- Program design oversight: 2024 decisions did not use an external consultant; in 2023 an independent consultant supported the LTIP redesign adding PRSUs .
2024–2023 LTIP Grants (detail)
| Year | PRSU Target Value ($) | PRSU Target # | RSU Target Value ($) | RSU # | Options Target Value ($) | Options # | Option Exercise Price |
|---|---|---|---|---|---|---|---|
| 2024 | 275,000 | 2,378 | 550,000 | 4,756 | 275,000 | 5,356 | $115.65 |
| 2023 | 275,000 | 3,526 | 550,000 | 7,052 | 275,000 | 8,226 | Not listed in table |
Performance & Track Record
- Company operating metrics: 2024 revenue +11% YoY; Adjusted EBITDA rose to $409.3M (from $352.1M); operated 1,019 centers with capacity ~115,000, >1,450 client relationships (220+ Fortune 500) .
- Pay‑versus‑Performance TSR index (Value of $100 investment): $73.71 (2024), $62.67 (2023), $41.97 (2022); peer Russell Midcap Growth: $172.13 (2024) .
Investment Implications
- Alignment and retention: High share of equity (RSUs/PRSUs/options) with multi‑year vesting and ownership guidelines (3x salary) supports alignment and retention; hedging/pledging prohibited reduces misalignment risk .
- Performance sensitivity: Annual cash incentives tied to Adjusted EBITDA/EPS (50% weight) and PRSUs tied to multi‑year EBITDA growth create operating leverage to execution; 2024 payouts at target reflect near‑plan performance with modest discretion .
- Event risk: For NEOs with >2 years tenure, single‑trigger equity acceleration at change of control (RSUs/PRSUs at target) increases potential dilution/event‑driven payoff but could weaken retention through the closing; options remain service‑vested .
- Selling pressure: 2026–2028 vesting schedule (RSU/PRSU tranches) and 2024 option exercises ($420.5K realized) suggest periodic liquidity windows; out‑of‑the‑money option overhang (27,756 as of 12/31/24) tempers near‑term monetization .
- Governance quality: Strong say‑on‑pay (94%), clawback policy, no tax gross‑ups, no option repricing without shareholder approval—favorable for investors .