Jennifer Phipps
Executive Vice President and Chief Financial Officer at BTSG
Executive
About Jennifer Phipps
Executive Vice President, Chief Financial Officer, and Corporate Secretary of BrightSpring Health Services since March 4, 2025; previously Senior Vice President and Chief Accounting Officer since January 2017 and CFO of Home Health & Hospice since January 2023. Age 44; CPA; BSBA in Accounting and Master of Accounting from The Ohio State University . Company performance context: FY2024 revenue was $11.3 billion and Adjusted EBITDA was $588 million vs. $537 million in FY2023; BTSG’s 2024 absolute TSR was 54.82% versus peer group 3.33% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| BrightSpring Health Services | SVP & Chief Accounting Officer; Principal Accounting Officer | 2017–2025 | Led finance systems/process enhancements; procurement and real estate; tax; IPO readiness and public company processes; supported M&A/divestitures . |
| BrightSpring Health Services | CFO, Home Health & Hospice segment | 2023–2025 | Oversaw segment finance; quality and process improvements tied to segment performance . |
| Cardinal Health | Accounting and SEC reporting leadership | 2009–2017 | Led accounting teams; business partner to legal, sales, operations; SEC reporting . |
| Ernst & Young | Public accounting | 2003–2009 | Annual audits and quarterly reviews of financial statements . |
External Roles
No public-company directorships or external board roles disclosed for Phipps .
Fixed Compensation
| Component | Value | Effective Date | Notes |
|---|---|---|---|
| Base Salary | $500,000 | Mar 4, 2025 | Set upon appointment as CFO . |
| Short-Term Incentive Target | 100% of base salary | Mar 4, 2025 | Under Company’s annual STIC program . |
Historical employment agreement terms (pre-CFO role):
| Component | Value | Effective Date | Notes |
|---|---|---|---|
| Base Salary (Agreement) | $320,000 | Jan 1, 2023 | Amended & restated employment agreement for CAO/CFO Home Care role . |
| Annual Bonus Target (Agreement) | 50% of base salary | Jan 1, 2023 | Per agreement (superseded by CFO terms above) . |
Performance Compensation
BrightSpring’s annual STIC design centers on EBITDA, revenue, and quality metrics. For 2024 (company plan outcomes, which underpin CFO incentive calibration):
| Metric | Weighting | Threshold | Target | Actual | Payout |
|---|---|---|---|---|---|
| Adjusted EBITDA ($mm) | 60% | $499.04 | $548.40 | $588.07 | 135.00% |
| Net Revenue ($mm) | 15% | $9,385.90 | $10,314.17 | $11,266.47 | 145.00% |
| Quality Index (%) | 25% | — | — | 102.78% | 102.78% |
Program mechanics:
- CFO STIC targets at 100% of base; financial metrics comprise total company EBITDA and net revenue; quality index includes CAHPS/global measures, customer satisfaction, audits, fulfillment accuracy/timeliness .
- Gate: EBITDA minimum must be met for plan funding; payouts interpolate between threshold/target/maximum for financial metrics; capped at 200% .
- 2024 Company highlights informing incentive funding: revenue $11.3B; Adjusted EBITDA $588M vs $537M in 2023 .
Long-term equity framework (plan-level):
- 2024 RSUs for employees vest in three equal annual installments beginning January 25, 2025; options generally vest in three annual installments with 10-year term; CEO-specific quarterly vesting and certain acceleration terms differ .
- Specific CFO grants to Phipps are not enumerated in public tables; only program forms/exhibits are disclosed .
Equity Ownership & Alignment
- Beneficial ownership for Phipps is not itemized in the proxy table; she is an executive officer but not a named executive officer or director in those ownership disclosures; exact shares/vesting breakdown for Phipps not disclosed .
- Stock ownership guidelines are overseen by the Compensation Committee; compliance specifics (multiples) not disclosed .
- Clawback policy adopted; Company filed incentive compensation clawback as Exhibit 97.1 .
- Insider Trading Policy: prohibits hedging (collars, swaps, exchange funds) and short sales; prohibits pledging/margin accounts; mandates pre-clearance, window trading, and broker reporting for Section 16 persons—mitigating selling pressure and alignment risk .
Employment Terms
| Term | Detail |
|---|---|
| Agreement role (pre-CFO) | Amended & Restated Employment Agreement effective Jan 1, 2023 for Chief Accounting Officer & CFO Home Care . |
| Term and Renewal | Initial 12 months; auto-renews annually unless notice; Company non-renewal treated as termination without cause . |
| Severance (Without Cause / Good Reason) | 12 months base salary; employer COBRA premiums for 12 months; pro-rated annual bonus at 100% target; subject to release; payment timing per 409A . |
| Non-Compete / Non-Solicit | 12 months post-termination; defined “competitive capacity” and broad territory including U.S.; tolling if breached; certain carve-outs if President no longer employed and no severance . |
| Arbitration | AAA employment rules; Louisville, KY; exceptions for injunctive relief on restrictive covenants . |
| 280G (Excise Tax) | Cutback to avoid 4999 excise tax; reduction order applies to cash severance, then option/RSU acceleration, then others (409A-safe ordering) . |
| Clawback & Trading Windows | Clawback policy on incentives; trading windows, pre-clearance, and broker notification required for insiders . |
Compensation Committee, Benchmarking, and Governance
- Compensation Committee members: Max Lin (Chair), Olivia Kirtley, Timothy A. Wicks; oversees CEO/NEO comp, ownership guidelines, and clawback policy .
- Independent consultant (Meridian Compensation Partners) engaged; 2024 peer group includes Acadia, Amedisys, DaVita, Quest, Encompass Health, Select Medical, Option Care, The Ensign Group, Molina, UHS, Tenet, Brookdale, LabCorp, AMN, Aveanna, Chemed, CHS, Pediatrix, Guardian Pharmacy Services .
- Advisory Say-on-Pay and frequency votes included in 2025 proxy; results not yet provided (meeting held May 28, 2025) .
Performance & Track Record
- Led IPO participation, public company processes, finance system implementations, and procurement initiatives; CEO cited her pivotal role across finance and operations during eight years at BrightSpring .
- FY2024 performance: revenue $11.3B; Adjusted EBITDA $588M; segment KPIs show pharmacy solutions revenue +$2.2B and provider services EBITDA +$53.9M, supporting pay-for-performance constructs .
- 2024 TSR: 54.82% absolute vs peer group 3.33%, linking equity incentives to shareholder outcomes .
Investment Implications
- Pay-for-performance alignment: CFO’s STI target at 100% of salary and program design heavily weights Adjusted EBITDA and revenue; 2024 metrics delivered above target supporting incentive payouts and indicating disciplined financial execution .
- Retention risk appears mitigated: 12-month non-compete/non-solicit, severance protections, and structured trading windows reduce short-term exit and selling pressure; clawback enhances accountability .
- Ownership alignment: prohibited hedging/pledging and pre-clearance requirements limit misalignment; however, absence of disclosed personal ownership levels for Phipps constrains “skin-in-the-game” quantification .
- Governance and benchmarking: independent committee and consultant with robust peer set suggest market-based comp calibration; as a controlled company, oversight remains important, but program disclosures emphasize EBITDA, revenue, and quality metrics that are favorable to investors focused on operational performance .