Deirdre Runnette
BumbleAbout Deirdre Runnette
Deirdre Runnette, age 56, is Chief Legal Officer and Secretary of Bumble Inc., effective April 2025. She holds a B.A. in English from Washington State University and a J.D. from the University of Montana, and previously served as GC/Chief People Officer at Flexe and SVP/GC at Zulily; she has been a non-executive director at Naked Wines plc since June 2022 and is currently interim Board Chair and Chair of the Remuneration Committee there . As CLO, she oversees compliance programs and provides regular reporting to the Audit and Risk Committee and Board . Company performance context: 2024 revenue was $1,071.6M with Adjusted EBITDA margin of 28.4%; TSR since IPO (value of $100 investment) ended 2024 at $11.58, reflecting a challenging backdrop for incentive outcomes and equity alignment .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Flexe, Inc. | General Counsel, Corporate Secretary & Chief People Officer | Apr 2019 – Feb 2024 | Led legal, risk, compliance and people functions at logistics/warehousing tech firm |
| Zulily, Inc. | SVP, General Counsel & Corporate Secretary | Sep 2012 – Dec 2018 | Guided legal and governance for D2C e-commerce retailer during growth and scale-up |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Naked Wines plc | Non-Executive Director; interim Board Chair; Chair, Remuneration Committee | Jun 2022 – present | Board leadership and compensation governance at a public e-commerce wine platform |
| Various (incl. T-Mobile cited as example) | Advisor to high-growth and Fortune 500 companies | — | Broad legal/risk advisory experience across technology enterprises |
Fixed Compensation
- Bumble’s 2025 proxy does not disclose Deirdre’s individual base salary, target bonus, or initial equity package; she was appointed CLO in April 2025 and was not a 2024 Named Executive Officer .
- Context: in 2024, the prior CLO role (Elizabeth Monteleone) had a base salary set at $400,000 as part of aligning with peer practice; 2024 NEO payouts under the STI were modest given results (e.g., CEO non-equity incentive $187,740), highlighting pay-for-performance calibration .
Performance Compensation
Bumble’s program design (company-wide) emphasizes four measures in the annual STI; while Deirdre joined in 2025, the structure is important for alignment going forward.
| Metric | Weighting (2024) | Threshold | Target | Maximum | Actual | Payout vs Target |
|---|---|---|---|---|---|---|
| Revenue | 30% | $1,103M | $1,174M | $1,244M | $1,072M | 0.0% |
| Adjusted EBITDA Margin | 20% | 29.2% | 30.0% | 30.8% | 28.4% | 0.0% |
| Total Paying Users (k) | 30% | 4,034 | 4,291 | 4,549 | 4,149 | 72.4% |
| Individual Objectives | 20% | — | — | — | Company/role-specific OKRs | — |
Notes:
- 2024 STI weighting: 80% financial (Revenue, Adjusted EBITDA Margin, Total Paying Users), 20% individual OKRs; payouts linearly interpolate 50–150% per metric; totals range 0–150% .
- Adjusted EBITDA Margin definition, and reconciliation for 2024 (Adjusted EBITDA $304.1M; margin 28.4%) are provided in Annex A .
Long-term incentives:
- Company program uses a mix of RSUs and stock options vesting over multiple years; options/RSUs typically vest 25% after one year then quarterly to 4 years (as described in 2024 proxy design) .
- No individual LTI grant details for Deirdre have been disclosed yet .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership at record date (Apr 7, 2025) | 0 Class A shares, 0 RSUs, 0 options, 0 Common Units; ownership omitted from table because she joined April 14, 2025 and had no holdings as of the record date . |
| Hedging/pledging | Prohibited for all employees, officers, directors under the Securities Trading Policy . |
| Pre-clearance and window trading | Executive officers and directors must trade only in window periods and obtain pre-clearance; policy included as 10-K exhibit . |
| Clawback | Standalone Dodd-Frank-compliant clawback adopted Oct 2023; mandates recoupment upon accounting restatements for current/former officers . |
| Ownership guidelines | No specific officer ownership-multiple guidelines disclosed in proxy; policy focuses on trading, hedging/pledging prohibitions, and clawbacks . |
Implication: With zero beneficial ownership as of the 2025 record date, near-term insider selling pressure from Deirdre is negligible; monitor future Form 3/4 filings for initial grants/vesting that could introduce supply overhang .
Employment Terms
| Term | Disclosed status |
|---|---|
| Start date / role | Chief Legal Officer & Secretary effective April 2025 |
| Employment agreement details (salary, target bonus, LTI grant, severance) | Not disclosed for Deirdre as of the latest proxy/8-Ks reviewed |
| Change-in-control provisions | Company-wide: no single-trigger CIC (legacy exception for CEO); no tax gross-ups . |
| Non-compete / non-solicit / garden leave | Not disclosed for Deirdre in available filings . |
| Clawback | Dodd-Frank-compliant clawback applies to officers . |
Performance & Track Record (Company Context)
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|
| Total Shareholder Return ($ value of $100 at IPO) | $48.16 | $29.94 | $20.96 | $11.58 |
| Revenue ($MM) | $760.9 | $903.5 | $1,051.8 | $1,071.6 |
| Net earnings (loss) ($MM) | $281.7 | $(114.1) | $(1.9) | $(768.4) |
| Adj. EBITDA margin (%) | — | — | — | 28.4% |
Recent 2025 operating update:
- Q2 2025 outlook updated on June 25, 2025: revenue $244–$249M; Adjusted EBITDA $88–$93M; note also a workforce reduction of ~240 roles (~30% of employees) to realign operations, with expected annual cost savings up to $40M .
Governance, Say-on-Pay, and Compensation Committee
- Controlled company: Principal stockholders held ~91.4% combined voting power as of Apr 7, 2025 .
- Say-on-Pay: 2025 proposal approved; votes for/against/abstain: 782,545,500 / 19,034,314 / 30,213 (broker non-votes 12,940,095) .
- Compensation philosophy emphasizes pay-for-performance, no repricing of underwater options without shareholder approval, no tax gross-ups, and prohibition on hedging/pledging; independent compensation consultant retained (Semler Brossy retained in 2023) .
- CLO’s compliance oversight: the CLO (Deirdre) oversees compliance programs, reporting to Audit & Risk Committee and Board .
Investment Implications
- Alignment and retention: As of the April 2025 record date, Deirdre had no beneficial ownership or outstanding equity, indicating no immediate selling pressure; initial equity awards, when disclosed, will determine long-term alignment and potential vesting overhang. Monitor upcoming Form 3/4 filings and 8-K 5.02 for compensatory arrangements .
- Pay-for-performance framework: Bumble’s STI is tied to Revenue, Adjusted EBITDA Margin, and Total Paying Users; 2024 results delivered zero payout on Revenue and EBITDA components and partial payout on users, demonstrating downside sensitivity—future awards to Deirdre will likely be governed by similar constructs, which could curb cash payouts if execution lags .
- Governance safeguards: Prohibitions on hedging/pledging, a Dodd-Frank clawback, and no single-trigger CIC (legacy CEO exception) reduce shareholder-risk on compensation; high Say-on-Pay support in 2025 reinforces investor acceptance of the program design .
- Execution risk and restructuring: With significant 2025 restructuring and a sharpened product focus underway, legal and compliance leadership is central. Deirdre’s background managing legal/people functions at growth companies and current board compensation leadership at Naked Wines may support disciplined change management, but near-term financial headwinds (TSR deterioration since IPO and 2024 net loss) heighten performance risk against incentive targets .