Patrick Villanova
BLACKLINEAbout Patrick Villanova
Patrick Villanova (47) is BlackLine’s Chief Financial Officer, appointed effective March 1, 2025. He previously served as Chief Accounting Officer (2019–2025) and Controller/Principal Accounting Officer (2015–2019), is a CPA, and holds a B.A. in Accounting & Computer Applications from the University of Notre Dame . As CAO, he helped lead BlackLine’s 2016 IPO, spearheaded two convertible note offerings, and supported acquisition integration across three deals, working closely with finance, accounting, sales, and marketing . For context on current operating performance: FY2024 revenue was $653.3M (+11% YoY), GAAP operating margin 2.8%, non‑GAAP operating margin 19.4%, and free cash flow $164.0M; a $100 investment at 12/31/2019 was $118 by 12/31/2024 .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| BlackLine | Chief Financial Officer | Mar 2025–present | CFO during ongoing profitability focus and disciplined growth initiatives . |
| BlackLine | Chief Accounting Officer | Mar 2019–Mar 2025 | Led accounting through two convertible notes and multiple acquisitions; supported company-wide financial integration . |
| BlackLine | Controller/Principal Accounting Officer | Nov 2015–Mar 2019 | Principal accounting officer during BlackLine’s 2016 IPO and scaling as a public SaaS platform . |
| PricewaterhouseCoopers | Various roles incl. Senior Manager | ~2007–2015 | Developed FP&A and corporate development expertise applied in public-company finance leadership . |
Fixed Compensation
- No new compensation arrangements were disclosed at the time of Villanova’s appointment as CFO (Nov 7, 2024 8‑K); detailed CFO compensation was not included in the FY2024 proxy and is expected in the next proxy cycle .
Performance Compensation
Company executive incentive architecture Villanova now operates under (as CFO) emphasizes revenue quality/profitability in cash bonuses and ARR/TSR in long-term equity; FY2024 outcomes (for NEOs) provide the framework:
- Annual cash bonus plan (FY2024): 50% Revenue (target $657.3M), 50% non‑GAAP operating margin (target 18.0%); funding outcomes were 75.8% and 170.0%, respectively, yielding total 122.9% of target .
- Long-term PSUs (granted 2024): 50% ARR (annual tranches; 2024 target $674.4M; 2024 tranche earned 0% at $641.2M), 50% rTSR vs S&P Software & Services Select (3‑year, vest in 2027); RSUs typically vest 25% at first anniversary, then quarterly .
| Plan | Metric | Weight | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| 2024 Bonus Plan | Revenue | 50% | $657.3M | $653.3M | 75.8% | Cash (annual) |
| 2024 Bonus Plan | Non‑GAAP Op Margin | 50% | 18.0% | 19.4% | 170.0% | Cash (annual) |
| 2024 PSUs | ARR | 50% | $674.4M | $641.2M | 0% (2024 tranche) | Tranches in 2025–2027 (annual metrics) |
| 2024 PSUs | rTSR vs index | 50% | 55th pct target | 3‑yr period (2024–2026) | 50–200% scale | Vests Feb 20, 2027 (service and performance) |
Notes:
- Company also determined 2022/2023 PSUs’ 2024 tranche at 81.3% (Revenue 75.8%, ARR 0%, non‑GAAP Op Margin 170%) .
Equity Ownership & Alignment
- Stock ownership guidelines: executives must hold stock equal to 1x base salary (5x for Co‑CEOs); measurement uses 90‑day average price; all executive officers were in compliance as of 12/31/2024 .
- Hedging and pledging: prohibited for all employees and directors under BlackLine’s Insider Trading Compliance Policy (no hedging/derivatives; no pledging or margin) .
- Section 16 compliance: the company noted one late Form 4 for Mr. Villanova (and others) filed March 20, 2024 due to administrative oversight; no pattern of noncompliance disclosed .
- Beneficial ownership: Villanova’s individual share count was not itemized in the FY2024 security ownership table; future proxies should reflect CFO holdings post‑appointment .
Employment Terms
- Change-of-control and severance structure: BlackLine uses double‑trigger protections; no “single trigger” payments; no 280G/4999 gross‑ups .
- Policy mechanics (Feb 2024 update): For participants, a qualifying termination within 3 months before to 12 months after a change of control provides 100% vesting of outstanding equity (performance deemed at target or rTSR truncated through closing), one year of base salary cash, and up to 12 months COBRA; outside a change‑of‑control window, six months’ salary and up to six months COBRA (Duan/Ung had limited first‑year RSU acceleration on a no‑cause termination) .
- Executive stock ownership compliance and clawback: Executives met ownership guidelines as of 12/31/2024, and BlackLine adopted a Dodd‑Frank/Nasdaq‑compliant Compensation Recovery Policy in 2023 to recoup incentive pay upon a restatement .
Company Performance Context (FY2024)
| Metric | FY2023 | FY2024 |
|---|---|---|
| Revenue ($M) | $590.0 | $653.3 |
| GAAP Operating Margin | 2.4% | 2.8% |
| Non‑GAAP Operating Margin | 16.5% | 19.4% |
| Free Cash Flow ($M) | $99.0 | $164.0 |
| GAAP Net Income ($M) | $52.8 | $161.2 |
| TSR ($100 baseline at 12/31/2019) | $121 (2023) | $118 (2024) |
Investment Implications
- Pay-for-performance alignment: The 2024 bonus pool paid above target on profitability (19.4% non‑GAAP Op Margin) while growth underperformance (ARR and revenue) reduced PSU value (ARR tranche at 0%); this mix should curb windfalls and align Villanova’s CFO incentives with profitable growth and shareholder returns .
- Retention and selling pressure: Robust ownership guidelines and explicit prohibitions on hedging/pledging reduce misalignment and near‑term selling risk; double‑trigger equity acceleration tempers retention risk through transitions and potential M&A .
- Governance signals: No tax gross‑ups, adoption of a clawback policy, and strong 2025 say‑on‑pay support (38.6M for vs 12.4M against; annual SoP frequency approved) indicate constructive shareholder alignment as Villanova enters the CFO role .
- Execution backdrop: Villanova’s deep accounting capital markets experience (IPO, convertible notes, integration) fits BlackLine’s current discipline on margins and cash flow; investors should watch how FY2025–2026 ARR and rTSR outcomes translate into PSU realizations under the existing plan design .
Key disclosures to monitor: Villanova’s base salary, bonus target and 2025/2026 equity grants in the next DEF 14A; any Form 4 updates to quantify direct/indirect holdings, vesting cadence, or 10b5‑1 activity .