Brock Ballard
BENTLEY SYSTEMSAbout Brock Ballard
Brock Ballard is Chief Revenue Officer (CRO) of Bentley Systems (BSY), age 48, responsible for leading all global accounts; he has served as CRO since January 1, 2023 and joined Bentley in 2020 as VP & Regional Executive, Americas . His prior experience spans senior sales leadership roles at Dassault Systèmes and Autodesk, and sales at Océ, with a Bachelor of Arts in Communication and Information Sciences from the University of Alabama . His incentive design directly ties a majority of his cash bonus and annual equity to New Business growth and an Adjusted Operating Income with stock-based compensation (“Adjusted OI w/SBC”) margin threshold, aligning pay outcomes with growth quality and margin discipline . The proxy does not disclose TSR, revenue growth, or EBITDA growth for his tenure; incentive payouts in 2024 reflect strong attainment with 106.4% of target cash bonus and PSUs vesting at 107.37% for the 2024 performance period .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Bentley Systems | Chief Revenue Officer | Since Jan 1, 2023 | Leads all global accounts; revenue execution and growth accountability |
| Bentley Systems | VP & Regional Executive, Americas | 2020–2022 | Regional revenue leadership, Americas growth |
| Dassault Systèmes | Sales Leader | Not disclosed | Enterprise software sales leadership in 3D design/simulation markets |
| Autodesk | Director of Sales | Not disclosed | Sales leadership across AEC/manufacturing/media verticals |
| Océ | Sales Executive | Not disclosed | Hardware/software sales execution |
External Roles
No external public company directorships or governance roles are disclosed for Mr. Ballard in the proxy materials reviewed .
Fixed Compensation
Multi-year compensation summary (USD):
| Metric | 2023 | 2024 |
|---|---|---|
| Salary | $350,000 | $372,500 |
| Non-Equity Incentive Plan Compensation (Cash Bonus) | $351,031 | $413,428 |
| All Other Compensation | $26,720 | $27,301 |
| Total Compensation | $2,620,077 | $1,742,141 |
Bonus target and attainment (2024):
| Item | 2024 Value |
|---|---|
| On-target cash incentive (plan-based award) | $380,000 |
| Actual payout vs target | 106.4% |
| Actual cash bonus paid | $413,428 |
Ownership and hedging policy context:
- Stock ownership guidelines require 2x base salary for named executive officers; as of the Record Date, all named executive officers met guidelines .
- Hedging and certain derivatives are prohibited without pre-clearance; short sales and public options on company stock are prohibited .
- Company has a clawback policy for cash incentives and performance-based share awards in case of accounting restatement .
Performance Compensation
Short-term cash incentive design (2024):
| Metric | Weighting | Target | Actual | Payout |
|---|---|---|---|---|
| New Business growth | 2/3 | Not disclosed | Not disclosed | Contributed to 106.4% total payout |
| Management-by-Objectives (MBOs) | 1/3 | Not disclosed | Not disclosed | Contributed to 106.4% total payout |
Annual equity awards and performance framework (2024):
- Mix: 50% time-vesting RSUs and 50% performance-vesting RSUs (“PSUs”) .
- RSU vesting: 4-year annual installments, starting on first anniversary of grant .
- PSU design: One-year performance period; cliff vesting only if Adjusted OI w/SBC margin meets/exceeds target, with vesting level determined by New Business performance; 2024 maximum capped at 125% .
- 2024 PSU vesting outcome: Confirmed and vested at 107.37% in January 2025 .
Grants of plan-based awards (2024):
| Award Type | Grant Date | Shares (#) | Grant Date Fair Value ($) |
|---|---|---|---|
| On-target cash incentive | — | — | $380,000 |
| RSU | March 13, 2024 | 9,541 | $464,456 |
| PSU | March 13, 2024 | 9,541 | $464,456 |
Stock vested in 2024:
| Item | Shares Vested (#) | Value Realized ($) |
|---|---|---|
| Stock Awards (RSUs/PSUs) | 25,051 | $1,269,580 |
Equity Ownership & Alignment
Beneficial ownership (as of Record Date):
| Security Class | Shares Beneficially Owned | % of Class |
|---|---|---|
| Class B Common | 33,211 | * (immaterial as per table) |
Outstanding equity awards (as of December 31, 2024):
| Grant Date | Unvested RSUs (#) | Market Value ($) | Unearned PSUs (#) | PSU Payout Value ($) |
|---|---|---|---|---|
| April 19, 2021 | 633 | $29,561 | — | — |
| March 17, 2022 | 1,335 | $62,345 | — | — |
| Oct 27, 2022 | 2,776 | $129,639 | — | — |
| Jan 24, 2023 | 20,475 | $956,183 | — | — |
| Mar 13, 2023 | 8,307 | $387,937 | — | — |
| Mar 13, 2024 | 9,586 | $447,666 | 9,541 | $445,565 |
Alignment policies and status:
- Stock ownership guideline: 2x base salary; all named executive officers met guidelines as of Record Date, indicating compliance for Mr. Ballard .
- Insider trading policy: prohibits short sales and derivatives on company stock without pre-clearance; use of Rule 10b5-1 plans permitted .
- Clawback policy: applies to annual cash incentives and performance-based share awards .
No options outstanding or option exercises were reported for Mr. Ballard in 2024 .
Employment Terms
Employment agreements and severance:
- No individual employment agreement disclosed for Mr. Ballard; company states no individualized severance, golden parachute, or similar payments for NEOs other than the CEO’s severance policy .
- Double-trigger change-in-control equity vesting policy: Immediate and fully accelerated vesting of outstanding unvested equity if a Qualifying Termination occurs from 120 days prior to change-in-control through one year after, with performance-based awards vesting at target (100%) where applicable .
- “Good Reason” includes material diminution of duties, material reduction in on-target compensation, or material relocation .
Change-in-control accelerated vesting impact (as of Dec 31, 2024):
| Item | Shares Accelerated (#) | Value ($) |
|---|---|---|
| Equity with accelerated vesting | 52,653 | $2,458,896 |
Perquisites and benefits (2024):
- Matching contributions: $6,929; vehicle and health/fitness allowances: $17,299; cash dividends on stock awards: $3,073; total other compensation: $27,301 .
Investment Implications
- Incentive alignment: With two-thirds of cash bonus and all PSUs tied to New Business growth and an Adjusted OI w/SBC margin threshold, Mr. Ballard’s pay outcomes are levered to growth quality and margins; 2024 results (106.4% cash bonus, 107.37% PSU vesting) signal execution against commercial growth objectives and disciplined margin performance .
- Ownership and retention: He meets the 2x salary ownership guideline and holds a portfolio of multi-year RSUs/PSUs, indicating retention hooks; PSUs’ one-year performance periods combined with RSU 4-year schedules create ongoing vesting events that can produce incremental selling supply but are tempered by hedging/short-sale restrictions and policy governance .
- Change-in-control economics: No cash severance is disclosed for Mr. Ballard; value is concentrated in accelerated equity vesting under the double-trigger policy ($2.46M at 12/31/2024), limiting parachute risk but implying retention risk could rise around corporate events if unvested equity value is significant .
- Monitoring: Watch quarterly vesting schedules and any Rule 10b5-1 plan filings for potential selling pressure; pay attention to reported New Business growth and Adjusted OI w/SBC margin as leading indicators for PSU outcomes and bonus attainment that can drive insider selling windows .