Christiana Lin
About Christiana Lin
Christiana “Chris” Lin is BlackSky’s General Counsel and Chief Administrative Officer (CAO) (GC since September 2021; added CAO in February 2022), bringing two decades of legal, privacy, and operational leadership in data/technology businesses . As of July 17, 2023, Ms. Lin was 54 years old per the company’s executive roster; she has a J.D. from Georgetown and a B.A. in Political Science from Yale . She joined BlackSky via an executive offer letter effective August 18, 2021; employment is at‑will . 2024 incentive design tied her pay to Company revenue, cash balance, and individualized MBOs; payouts for 2024 were 94% of target for Ms. Lin after revenue came in below target, cash balance exceeded target, and her MBOs were met . As of June 30, 2024, she beneficially owned 528,635 shares (<1% of outstanding), aligning her interests with shareholders .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| comScore | EVP, General Counsel, Chief Privacy Officer, Corporate Secretary | Feb 2001 – Feb 2017 | Helped grow the business from early-stage startup to ~$450M public market cap with teams across Europe, APAC, and the Americas . |
| Rakuten Advertising (Rakuten Marketing) | General Counsel and Chief Privacy & Administrative Officer | Jul 2018 – Aug 2021 | Restructured legacy business lines to increase profitability; built foundation to accelerate growth of emerging businesses . |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| NextGen Partner Ventures | Venture Partner | May 2017 – Aug 2021 | Venture investing/advisory experience during growth/innovation cycles . |
| Outside GC | Partner (virtual general counsel to startups) | May 2017 – Aug 2021 | Provided GC support to startup technology companies . |
Fixed Compensation
- 2023: Base salary $375,000; target bonus 50% of base salary .
- 2024: Base salary increased from $375,000 to $400,000 effective April 1, 2024; target bonus increased from 50% to 60% of base effective April 1, 2024 (50% applied Jan–Mar on prior base; 60% applied Apr–Dec on new base) .
Summary (cash elements):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 375,000 | 375,000 | 393,750 (reflects partial-year increase) |
| Target Bonus % | 50% | 50% | 50% (Jan–Mar) → 60% (effective Apr 1) |
| Actual Annual Bonus ($) | 246,000 | 202,142 | 213,263 |
| All Other Compensation ($) | 5,431 | 12,342 | 12,972 |
Performance Compensation
Annual Incentive Plan (AIP) – 2024 Design and Outcome
| Metric | Weighting | Target | Maximum | Outcome vs. Target | Payout Factor |
|---|---|---|---|---|---|
| Company Revenue | 40% | Corporate target | 175% of target (company metrics) | Below target | Included in 94% total |
| Company Cash Balance | 40% | Corporate target | 175% of target (company metrics) | Exceeded target | Included in 94% total |
| Individual MBOs | 20% | Goal attainment | 100% of target (MBOs) | Met | Included in 94% total |
| Total Payout (Ms. Lin) | — | — | — | — | 94% of target |
Notes: The compensation committee retains discretion to adjust AIP payouts under the Executive Incentive Compensation Plan .
Equity Incentives (structure and grant values)
- Eligibility framework: Annual RSU grant value targeted at $750,000; annual stock option grant sized at 2x the number of RSU shares (actual grants/terms at administrator’s discretion) .
- 2024 equity for NEOs was granted in RSUs under the 2021 Plan .
Grant-date fair values (ASC 718):
| Component | 2022 | 2023 | 2024 |
|---|---|---|---|
| Stock Awards ($) | 750,000 | 1,500,000 | 1,214,520 |
| Option Awards ($) | 686,060 | 232,275 | — |
Vesting mechanics (selected awards):
- 9/10/2023 options: 1/3 vests 9/10/2024; thereafter 1/36 monthly on the 10th of each month .
- 9/10/2023 RSUs: 1/4 vests 9/10/2024; thereafter 1/16 quarterly on Mar 10/Jun 10/Sep 10/Dec 10 .
- 9/10/2022 options: 1/4 vested 9/10/2023; thereafter 1/48 monthly .
- 9/10/2022 RSUs: 1/4 vested 9/10/2023; thereafter 1/16 quarterly .
- 2021 initial RSU/option awards follow a 25% first‑anniversary vest then quarterly/monthly thereafter (per offer letter) .
Equity Ownership & Alignment
- Beneficial ownership as of June 30, 2024: 528,635 shares; less than 1% of outstanding (148,909,567 shares outstanding) .
- Anti‑hedging/anti‑pledging: Employees and directors are prohibited from hedging, short sales, trading derivatives, pledging BlackSky securities, or holding in margin accounts under the insider trading policy .
Outstanding equity awards (as of Dec 31, 2024; market price $10.79):
| Grant date | Award type | Exercisable (#) | Unexercisable (#) | Strike ($) | Expiry | Unvested RSUs (#) | Market value ($) |
|---|---|---|---|---|---|---|---|
| 9/10/2024 | RSU | — | — | — | — | 168,918 | 1,822,625 |
| 9/10/2023 | Option | 20,833 | 29,167 | 10.16 | 9/10/2033 | — | — |
| 9/10/2023 | RSU | — | — | — | — | 101,499 | 1,095,174 |
| 9/10/2022 | Option | 49,055 | 38,154 | 17.20 | 9/10/2032 | — | — |
| 9/10/2022 | RSU | — | — | — | — | 19,075 | 205,819 |
| 12/21/2021 | RSU | — | — | — | — | 4,409 | 47,573 |
Note: Market values per the proxy use the 12/31/2024 close of $10.79 .
Employment Terms
- Offer letter: Effective August 18, 2021; at‑will; GC (and later CAO) compensation and equity eligibility as described above .
- Executive Severance Plan (Tier 2 participant):
- Non‑CIC involuntary termination (without cause or for good reason, outside CIC window): cash severance equal to 100% of base salary; prorated target bonus; up to 12 months COBRA (or cash in lieu) .
- CIC period (3 months before to 18 months after a change in control) with involuntary termination: 150% of base salary; prorated target bonus; up to 18 months COBRA (or cash in lieu); full vesting of time‑based equity awards (double‑trigger) .
- Best net after‑tax 280G cutback (no excise tax gross‑up) .
Compliance/Governance notes:
- Hedging/pledging prohibited per insider trading policy; policy filed with the 2024 Form 10‑K .
- Administrative late Form 4 filings were disclosed in connection with the September 6, 2024 reverse split (including Ms. Lin) .
Total Compensation (Summary)
| Year | Salary ($) | Stock Awards ($) | Option Awards ($) | Non‑Equity Incentive ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|---|
| 2024 | 393,750 | 1,214,520 | — | 213,263 | 12,972 | 1,834,505 |
| 2023 | 375,000 | 1,500,000 | 232,275 | 202,142 | 12,342 | 2,321,759 |
| 2022 | 375,000 | 750,000 | 686,060 | 246,000 | 5,431 | 2,062,491 |
Investment Implications
- Pay-for-performance linkage: 2024 payout at 94% of target indicates partial goal attainment (miss on revenue, beat on cash, MBOs met), a balanced design emphasizing liquidity and growth discipline .
- Retention and overhang: Significant unvested RSUs (e.g., 168,918 from 9/10/2024 plus prior grants) and ongoing quarterly/monthly vesting streams support retention but can create periodic selling windows; options at $10.16 are modestly in-the-money vs. $10.79 year-end price, while $17.20 options are out-of-the-money, moderating option-exercise selling pressure near-term .
- Change-in-control economics: Tier 2 benefits (1.5x salary, bonus proration, 18 months COBRA, full time-based equity vest on double-trigger) are shareholder‑typical; “best net after-tax” 280G cutback and prohibition on excise tax gross‑ups are governance‑friendly .
- Alignment safeguards: Hedging and pledging prohibitions and meaningful equity holdings indicate alignment; a minor disclosure of late Form 4s tied to the reverse split suggests administrative, not behavioral, risk .