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Tony Boor

Executive Vice President, Corporate Development and Strategy at BLACKBAUDBLACKBAUD
Executive

About Tony Boor

Blackbaud executive since 2011, Tony Boor served as EVP & Chief Financial Officer for ~14 years and, effective April 30, 2025, transitioned to EVP of Corporate Development & Strategy while remaining on the executive leadership team . Under his finance leadership, Blackbaud advanced a recurring-revenue, cloud-first model; in 2024 the company delivered 4.5% total revenue growth to $1,155.5M, 97.7% recurring revenue, and a Rule of 40 (constant currency) of 38.6% . 2024 STI metrics were achieved near target, but payouts were discretionarily reduced for the CEO and Boor given TSR context and portfolio actions (EVERFI divestiture) . Boor’s background includes prior CFO of Brightpoint, CFO/CIO of Expo New Mexico, controller at Day Dream Publishing, and earlier CPA roles at EY and KPMG .

Past Roles

OrganizationRoleYearsStrategic Impact
BlackbaudEVP & CFO; transitioned to EVP, Corporate Development & Strategy (effective 4/30/25)2011–2025 (CFO); 2025–Built and led finance organization; supports long-term strategy and value creation in new role
Brightpoint Inc.Chief Financial OfficerNot disclosedSenior finance leadership prior to Blackbaud; global mobile device lifecycle services context
Expo New MexicoCFO and CIONot disclosedDual finance/IT leadership role
Day Dream PublishingControllerNot disclosedAccounting leadership
Ernst & Young; KPMGCPA (public accounting)Not disclosedFoundational audit/accounting experience

External Roles

OrganizationRoleYearsNotes
No public company directorships or committee roles disclosed for Boor

Fixed Compensation

Component2024 DetailNotes
Base Salary$518,598 Base salary unchanged from 2023
Target STI Opportunity75% of base salary STI delivered in PRSUs; corporate metrics only
Perquisites/Other401(k) match $10,350; life/disability premiums $5,353; other $3,000; total $18,703 Perks remain modest; no material perquisites

Performance Compensation

2024 Short-term Incentive (STI) PRSUs

Metric (50/50 weighting)ThresholdTargetMaximum2024 ActualPayout Factor
Non-GAAP Adjusted Recurring Revenue ($M)$1,041.3 $1,157.0 $1,272.7 $1,123.8 ~91.4%
Non-GAAP Adjusted Income from Operations ($M)$294.3 $327.0 $392.4 $317.1 ~90.8%
Mechanics50%–200% payout linearly between thresholds
Committee DiscretionFinal STI payout reduced from formulaic 91.1% to 50% for Boor (and CEO) given TSR and EVERFI sale
Boor’s 2024 STI PRSUsGranted (units)Earned (units)Vesting
PRSUs (STI)4,803 2,402 Vested Feb 22, 2025, employment-contingent

Notes: STI is granted in equity (PRSUs); no cash non-equity incentive paid for 2024 .

2024 Long-term Incentive (LTI)

Structure: 50% time-based RSAs/RSUs; 50% PRSUs with two components: (1) One-year (Non-GAAP Adjusted Total Revenue and Gross Dollar Retention); (2) Three-year (Rule of 40 across 2024–2026), each measured on constant currency with explicit definitions .

Boor’s 2024 LTI Grants (2/21/2024)Shares Granted2024 EarnedVesting
Time-based RSAs/RSUs24,580 N/A3 equal annual installments starting 1st anniversary
PRSUs (One-year metrics)12,290 11,222 (91.3% of target) Earned tranche vests over 3 years from grant date
PRSUs (Three-year Rule of 40)12,290 3,860 for 2024 tranche (94.2%) Earned 2024 tranche vested Feb 21, 2025; 2025/26 TBD

Key metric targets and 2024 results (for One-year PRSUs):

  • Non-GAAP Adjusted Total Revenue target $1,183.0M; actual $1,150.1M (~97.2% target; ~91.6% payout factor)
  • Gross Dollar Retention target 91.3%; actual 89.5% (~98.0% target; ~91.0% payout factor). Combined One-year PRSU payout = 91.3%

Prior multi-year awards (earned on 2024 performance):

Grant YearMetric (2024 period)Target PayoutActual PayoutBoor PRSUs Earned
2023 PRSUs (3-yr plan)Rule of 40 2024100%135.5% 5,904 (vs 4,357 target)
2022 PRSUs (3-yr plan)Rule of 40 2024100%157.3% 5,733 (vs 3,644 target)

Grant-date fair values (SEC ASC 718) for 2024 awards (target/max):

AwardTarget $Max $
STI PRSUs (2024)$325,067 $650,134
LTI PRSUs (One-year)$832,402 $1,664,804
LTI PRSUs (Three-year)$832,402 $1,664,804

Equity Ownership & Alignment

ItemDetail
Beneficial ownership (4/14/2025)166,266 shares; <1% outstanding
Shares outstanding (record date)48,518,682
Ownership as % outstanding~0.34% (166,266 / 48,518,682)
Executive stock ownership guidelineOfficers: lesser of 2x salary or 20,000 shares; Boor owned 140,262 shares as of 12/31/2024 → 10x guideline
Hedging/pledgingProhibited for directors and Section 16 officers
Options outstandingCompany does not grant options; none outstanding
2024 vesting realized73,912 shares vested; value realized $5,481,019
Insider salesReported sale of 1,106 shares on May 24, 2024 (Form 4 filed July 16, 2024)

Vested vs. unvested snapshot (12/31/2024):

  • Time-based RSAs/RSUs unvested: 24,580 (market value $1,816,954 at $73.92)
  • One-year PRSUs earned (unvested installments): 11,222 ($829,530)
  • Three-year PRSUs (2024 earned tranche): 3,860 ($285,331)
  • Additional unearned PRSU targets for 2025–26 measurement periods: 8,193 units (target basis) ($605,627 at target disclosure convention)

Stock ownership guidelines compliance indicates strong “skin in the game.” Prohibitions on hedging/pledging reduce misalignment risk .

Employment Terms

TermDetail
Employment agreementAt-will; includes 1-year non-compete and 1-year non-solicit of employees and customers; no stand-alone severance
Retention/change-in-control (CIC)Double-trigger if terminated without cause or for good reason within 12 months post-CIC: 1.5x base salary; full vesting of equity (performance awards at 100% of target if period not completed); COBRA reimbursement up to 12 months; no 409A gross-up
CIC definition and 280GCIC includes merger/sale/50%+ acquisition; parachute payments subject to 280G cutback to avoid excise tax unless net-after-tax is better without reduction
Death/disabilityRSAs/RSUs fully vest; PRSUs vest pro rata at target (or actual if known) per grant agreements
ClawbackDodd-Frank/Nasdaq-compliant clawback policy adopted Oct 2023; awards under 2016 Plan subject to clawback/forfeiture
Insider trading policyCompany policy filed and in effect; governance controls

Quantified potential payouts (as of 12/31/2024, stock $73.92):

ScenarioBaseEquity AccelerationCOBRATotal
Termination upon CIC (Boor)$777,867 (1.5x base) $7,643,032 $16,360 $8,437,260
Death/Disability (Boor)$7,439,757 $7,439,757

Compensation Structure Analysis

  • Shift to equity-heavy, performance-based incentives: STI delivered in PRSUs; LTI at least 50% performance-based, with multi-year Rule of 40 goals; options not used (lower risk of windfall) .
  • Performance alignment and discretion: 2024 STI outcomes near target on revenue and operating income, but committee cut payouts for CEO and Boor to 50% for TSR and portfolio reasons—shareholder-friendly pay-for-performance posture .
  • Strong retention hooks: Multi-year PRSUs with staggered vesting; retirement provisions allow continued vesting under strict conditions; CIC double-trigger terms provide protection while avoiding single-trigger windfalls .
  • Governance safeguards: Hedging/pledging bans; robust clawback; equity plan prohibits option repricing/exchange without shareholder approval .

Performance & Track Record

  • 2024 business/performance highlights under Boor’s finance leadership: total revenue +4.5% to $1,155.5M, recurring revenue 97.7%, Rule of 40 (constant currency) 38.6%; repurchased ~10% of shares; completed EVERFI divestiture .
  • Multi-year value metrics embedded in incentives: 2024 Rule of 40 performance yielded above-target vesting for 2023 and 2022 PRSU tranches (135.5% and 157.3%, respectively) .
  • Pay vs performance: Company TSR value of $93.03 per $100 baseline in 2024 vs peer group $211.18, with committee referencing TSR in cutting STI payouts for top executives .

Equity Ownership & Alignment (Detailed Table)

MeasureValue
Beneficial shares (4/14/2025)166,266
Ownership %~0.34% (vs 48,518,682 shares outstanding)
Guideline requirementLesser of 2x salary in shares or 20,000 shares
Actual vs guideline (12/31/2024)140,262 shares; 10x guideline achieved
Pledging/HedgingProhibited
Option overhangNo options granted to executives in 2024; company not using options
2024 vesting realized73,912 shares; $5,481,019 value
Insider sale (2024)1,106 shares sold on May 24, 2024 (Form 4 filed July 16, 2024)

Employment Terms (Detailed Table)

ProvisionBoor Terms
At-will, restrictive covenants1-year non-compete and non-solicit; no fixed term; no ordinary-course severance
Double-trigger CIC severance1.5x base salary; full equity vesting (PRSUs at 100% target if not yet measured); up to 12 months COBRA; no 409A gross-up
CIC quantitative (12/31/2024)Total $8.437M (base $0.778M; equity $7.643M; COBRA $0.016M)
Death/Disability vestingRSAs/RSUs full vest; PRSUs pro-rata at target/actual when determinable
Clawback/policy frameworkCompany-wide clawback; insider trading policy in place

Other Governance and Signals

  • Say-on-Pay support ~95% in 2024, indicating shareholder approval of program design .
  • Executive stock ownership guidelines fully met by all NEOs, including Boor .
  • Prohibition on hedging/pledging and equity plan anti-repricing guardrails reduce governance risk .

Investment Implications

  • Alignment: High equity ownership and stringent hedging/pledging bans indicate strong alignment; Boor exceeds ownership guidelines by 10x and retains significant unvested equity with multi-year performance linkage .
  • Near-term supply/vesting: Significant 2025 vesting from STI (Feb 22, 2025) and LTI tranches (Feb 21, 2025) could create modest selling pressure; observed 2024 open-market sale was small (1,106 shares) relative to holdings/vestings .
  • Pay-for-performance posture: Committee’s decision to reduce 2024 STI payout for CEO and Boor to 50% despite near-target results, given TSR and portfolio actions, is shareholder-friendly and suggests constrained windfalls in adverse markets .
  • Retention risk: Boor remains on ELT as EVP Corporate Development & Strategy following CFO succession in April 2025, mitigating transition risk while leveraging his institutional knowledge for M&A/strategy execution .
  • Change-in-control economics: Reasonable double-trigger multiple (1.5x base) plus full equity acceleration; 280G cutback further limits parachute risk—balanced retention without excessive payouts .