Roop Lakkaraju

About Roop Lakkaraju

Roop K. Lakkaraju is Executive Vice President and Chief Financial Officer of Bio‑Rad, appointed effective April 15, 2024; he is 54, holds a B.S. in Business Administration (Accounting) from San Jose State University, and began his career as an auditor at Grant Thornton and PwC . Bio‑Rad’s executive pay links cash bonuses to Sales and Operating Income and uses equity with multi‑year vesting; 2024 IBP results paid 27.5% of target as adjusted Sales and OI were ~94% of target, while adjusted EBITDA margin PSUs from prior cycles were forfeited for not meeting thresholds, demonstrating pay‑for‑performance discipline . Under his tenure, management reiterated cautious revenue outlooks and delivered non‑GAAP operating margins between 10.8% and 13.6% and strong free cash flow conversion in 2025, alongside opportunistic buybacks, underscoring capital allocation focus amid macro headwinds .

Past Roles

External Roles

Fixed Compensation

2024 Equity Grants (RSUs; options if any)

Performance Compensation

Notes:

• IBP payouts are formulaic; threshold payout triggers at 95% of Sales and 90% of OI goals; manager discretion not applied in 2024 .
• Performance stock units: 2022 PSUs (3‑year) and 2023 PSUs (1‑year) tied to adjusted EBITDA margin goals were forfeited for not meeting threshold performance, eliminating windfall equity vesting .

Equity Ownership & Alignment

Pledging: no explicit pledging disclosure found; insider policy prohibits hedging, short sales, and transactions in publicly traded options .

Employment Terms

Potential Payments on Termination or Change in Control (as of Dec 31, 2024)

Performance & Track Record

Selected operating and cash metrics in 2025 (non‑GAAP where noted)

Guidance and capital allocation:

• FY25 outlook: currency‑neutral revenue flat to +1%; non‑GAAP gross margin 53.5–54.5% and operating margin 12–13% maintained/raised through Q2/Q3; free cash flow targeted ~$310–330mm .
• Share repurchases:
  • Q1: 399,295 shares for $101mm (avg ~$253); April: additional 422,648 shares for $99mm (avg ~$234); $377mm remaining authorization post‑April .
  • Q2: 593,508 shares for $139mm (avg ~$234); $337mm remaining authorization .
  • Q3: 212,578 shares for $53mm (avg ~$249); ~$285mm remaining authorization; YTD retired ~1.2mm shares for ~$296mm .

Macro and execution commentary:

• CFO detailed cautious outlook for Life Science (academic/biotech softness), Diagnostics recovery into Q4, tariff headwinds moderation, and proactive cost actions supporting margin expansion .

Compensation Committee Analysis

• Independent Compensation Committee uses external advisor Compensia; program objectives: attract/retain talent, align with stockholders, reward achievement without excessive risk .
• Peer group of 21 life science/medical products companies with $1–$5B revenues; market data from Radford Tech Survey and Willis Towers Watson in 2024 informs grants and base pay .
• Equity program governance includes no repricing without shareholder approval, one‑year minimum vesting, clawback application, and prohibition on paying dividends on unvested awards .

Say‑on‑Pay & Shareholder Feedback

• 2023 say‑on‑pay approval ~96%; shareholders supported triennial frequency (~77%) .
• 2024 approval of amended 2017 Incentive Award Plan ~98% .
• 2025 Proposal for shareholder approval of severance >2.99x salary+bonus opposed by Board; rationale emphasized flexibility, existing governance, and talent competitiveness .

Risk Indicators & Red Flags

• Anti‑hedging/short sales/options trading prohibited for insiders; clawback policy active; reduces misalignment risk .
• Relocation tax gross‑up provided ($13,254) to Lakkaraju; tax gross‑ups can be shareholder‑unfriendly depending on scope, though limited here to relocation .
• Equity acceleration under CIC and double‑trigger severance include full vesting; balanced by performance‑based forfeitures in prior PSU cycles and clawback compliance .

Equity Ownership & Alignment Details

Investment Implications

• Alignment: Significant RSU grants with four‑year vesting, 2x salary ownership guideline, and anti‑hedging policy support long‑term alignment; forfeiture of PSUs for missed EBITDA margins reinforces pay‑for‑performance .
• Retention: Standard severance (18 months base) and robust CIC protection with accelerated equity likely reduce near‑term departure risk; periodic RSU vesting events in April and September could introduce routine liquidity/selling needs but no pledging disclosed .
• Trading signals: CFO emphasized disciplined cost management, maintained margin guidance, and accelerated buybacks through 2025, signaling confidence in FCF durability and valuation; monitor vesting calendars and any Form 4 activity around anniversary dates .
• Governance: High say‑on‑pay support and equity plan approval, independent Compensation Committee with external advisor, and clawback policy mitigate compensation risk, though relocation gross‑ups and full CIC acceleration warrant continued oversight .