Marc Fredman
About Marc Fredman
Marc Fredman, 47, is Senior Vice President and Chief Strategy Officer at CCC Intelligent Solutions (CCCS). He has served as CSO since 2021, after joining CCC in 2014 and holding strategy and product leadership roles; earlier experience includes a decade at The Boston Consulting Group and roles at Bank One. Fredman holds a B.A. in honors philosophy from Georgetown University and an MBA from Northwestern’s Kellogg School of Management . Company performance context during the latest fiscal year: CCC delivered 2024 revenue of $944.8M (+9% YoY) and Adjusted EBITDA of $397.4M (+12% YoY; 42% margin), which anchor management’s pay-for-performance design . 2024 AIP (annual incentive plan) company performance was certified at 74.8% of target (revenue and adjusted EBITDA), with a 100% individual performance multiplier for Fredman due to his instrumental role in the EvolutionIQ acquisition process . Multi-year equity performance outcomes include 85.61% payout for 2022 revenue CAGR PSUs and 100% payout for modified 2021 relative TSR PSUs, both certified and distributed on Feb 27, 2025 .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| CCC Intelligent Solutions | SVP, Corporate Strategy & Development; later SVP Strategy, Product Management & Marketing | 2014–2021 | Led corporate strategy, product/marketing; groundwork for current platform strategy |
| CCC Intelligent Solutions | SVP, Chief Strategy Officer | 2021–present | Enterprise strategy, M&A (e.g., EvolutionIQ diligence/negotiation), platform expansion |
| The Boston Consulting Group | Principal (Technology and Corporate Development practices) | 2004–2014 | Advised on growth, corporate development; foundation for strategic/M&A expertise |
| Bank One | Vice President, Healthcare Business Development | Not disclosed | Business development experience in financial services/healthcare |
External Roles
| Organization/Board | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public company directorships or external governance roles disclosed |
Fixed Compensation
| Metric | 2023 | 2024 | Notes |
|---|---|---|---|
| Base Salary ($) | 384,943 | 400,341 | Merit increase effective March 2024 |
| Target Bonus (% of salary) | 50% | 50% | Per employment agreement |
| AIP Salary Basis ($) | — | 397,143 | Salary earned used for AIP calculation |
| AIP Payout ($) | — | 148,532 | Company 74.8% of target; individual multiplier 100% |
| All Other Compensation ($) | — | 27,730 | Benefits/perquisites detail in proxy |
Performance Compensation
2024 AIP Plan Design and Outcomes (Company)
| Metric | Weight | Threshold ($M) | Target ($M) | Maximum ($M) | Actual ($M) | Payout vs Target |
|---|---|---|---|---|---|---|
| Revenue (ex-China) | 60% | 919.7 | 952.4 | 1,045.3 | 938.0 | Contributed to 74.8% overall company factor |
| Adjusted EBITDA (ex-China; bonus excluded) | 40% | 414.7 | 438.9 | 490.3 | 423.1 | Contributed to 74.8% overall company factor |
| Company Result | — | — | — | — | — | 74.8% of target |
2024 AIP – Individual Outcome (Fredman)
| Item | Value |
|---|---|
| Target (50% of $397,143 salary basis) | 198,572 |
| Company factor | 74.8% |
| Individual multiplier | 100% (EvolutionIQ acquisition leadership) |
| Actual cash award | 148,532 |
2024 Equity Grants (Annual LTI mix; grant date March 6, 2024)
| Award Type | Units | Vesting/Performance | Grant-Date Fair Value ($) |
|---|---|---|---|
| RSUs | 78,060 | Time-based 25% per year over 4 years, subject to service | 925,011 |
| PSUs – Revenue CAGR tranche | 39,030 target | 3-year performance (2024–2026); 50–200% payout vs threshold/target/max | 462,506 |
| PSUs – Adjusted EBITDA margin tranche | 39,030 target | 3-year performance (2024–2026); 50–200% payout vs threshold/target/max | 462,506 |
| Total 2024 Stock Awards | — | — | 1,850,022 |
Multi-year PSU Results and 2025 Distributions
| PSU Grant | Performance Metric | Period | Certified Payout | Shares Distributed to Fredman | Certification/Distribution Date |
|---|---|---|---|---|---|
| 2022 PSUs | Revenue CAGR (with minimum adj. EBITDA margin) | 2022–2024 | 85.61% | 30,345 | Feb 27, 2025 |
| 2021 PSUs (modified in 2023) | Relative TSR vs Russell 3000 cohort | Aug 2, 2021–Dec 31, 2024 | 100% | 30,000 | Feb 27, 2025 |
Option Activity and Overhang
| Item | Detail |
|---|---|
| 2024 Option Exercises | 1,021,652 shares; value realized $9,612,966 |
| Outstanding Options (12/31/2024) | 255,412 exercisable; 170,276 unexercisable; strike $8.58; expire 1/13/2030 |
Equity Ownership & Alignment
Beneficial Ownership (as of April 1, 2025)
| Holder | Shares Beneficially Owned | % Outstanding |
|---|---|---|
| Marc Fredman | 612,830 | <1% |
- Insider policy prohibits hedging and pledging without pre-approval; margin/pledge generally prohibited absent clearance; no individual pledging disclosed for Fredman .
Unvested Equity Detail (as of 12/31/2024; stock price $11.73 used for valuations)
| Instrument | Grant Date | Unvested/Unearned Units | Market/Payout Value ($) | Notes |
|---|---|---|---|---|
| RSUs | 10/21/2021 | 15,000 | 175,950 | Time-based 25%/yr |
| RSUs | 03/23/2022 | 35,445 | 415,770 | Time-based 25%/yr |
| RSUs | 03/06/2023 | 73,903 | 866,882 | Time-based 25%/yr |
| RSUs | 03/06/2024 | 78,060 | 915,644 | Time-based 25%/yr |
| PSUs (TSR; 2021) | 10/21/2021 | 30,000 | 351,900 | Earned 100% for period ended 12/31/2024; vested 2/27/2025 |
| PSUs (Revenue CAGR; 2022) | 03/23/2022 | 30,345 | 355,947 | Earned 85.61% for period ended 12/31/2024; vested 2/27/2025 |
| PSUs (TSR; 2022) | 03/23/2022 | 35,443 (target) | 415,746 | Relative TSR 2022–2025; payout 50–200% |
| PSUs (Revenue CAGR; 2023) | 03/06/2023 | 49,269 (target) | 577,925 | 3-year CAGR metric |
| PSUs (Adj. EBITDA margin; 2023) | 03/06/2023 | 49,268 (target) | 577,914 | 3-year margin metric |
| PSUs (Revenue CAGR; 2024) | 03/06/2024 | 39,030 (target) | 457,822 | 3-year CAGR metric |
| PSUs (Adj. EBITDA margin; 2024) | 03/06/2024 | 39,030 (target) | 457,822 | 3-year margin metric |
Stock ownership guidelines: Section 16 officers (includes SVP CSO) must hold 2x base salary within five years; only shares held outright count; individual compliance status not disclosed . Anti-hedging/pledging and clawback policies in place to reinforce alignment and accountability .
Employment Terms
| Term | Details |
|---|---|
| Employment start and role | Joined April 2017 (SVP Corporate Strategy & Development); promoted CSO on Feb 3, 2021 |
| Agreement term | Initial 3-year term; auto-renews 1 year |
| Base salary (current as of Mar 2024) | $400,341; target bonus 50% of base |
| Restrictive covenants | Non-compete, non-solicit/non-hire, and non-solicit of business during employment and for 12 months post-termination; perpetual confidentiality; IP assignment |
| Severance (qualifying termination: without cause/for good reason) | 12 months base salary; greater of pro rata target AIP or actual AIP; up to 12 months COBRA subsidy; release and compliance required |
| Change-in-control (CIC) equity treatment | If not assumed: unvested RSUs vest; PSUs settle in cash based on greater of actual/target as of CIC; if assumed: PSUs convert to RSUs based on greater of actual/target, vest on original schedule; double-trigger acceleration on involuntary termination within 1 year post-CIC |
| Clawback | Nasdaq/SEC-compliant; restatement-based recovery of excess incentive comp over prior 3 completed fiscal years |
| Anti-hedging/pledging | Hedging and pledging prohibited without pre-approval; margin accounts prohibited |
Potential Payments (as of 12/31/2024; $11.73 stock price)
| Scenario | Severance/Benefits ($) | Equity Acceleration ($) | Options ($) | Total ($) |
|---|---|---|---|---|
| Involuntary termination (no CIC) | 616,944 | — | — | 616,944 |
| Death/Disability | — | 3,056,982 (PSUs+RSUs) | — | 3,056,982 |
| CIC – awards not assumed | — | 5,629,145 (PSUs+RSUs) | 268,185 | 5,897,330 |
| CIC – awards assumed + termination without cause | — | 5,629,145 (PSUs+RSUs) | 268,185 | 5,897,330 |
Investment Implications
- Pay-for-performance alignment is strong: 2024 AIP tied 60% to revenue and 40% to adjusted EBITDA; corporate result certified at 74.8% and Fredman’s payout reflected a 100% individual multiplier for leading the EvolutionIQ acquisition diligence/negotiation, consistent with strategy execution incentives .
- Equity-heavy mix with multi-year performance PSUs enhances retention but creates vesting-driven supply events; 60,345 PSUs (combined from 2021 TSR and 2022 revenue PSUs) distributed to Fredman on Feb 27, 2025, a near-term potential selling-overhang consideration .
- Significant 2024 liquidity taken via option exercises (1,021,652 shares; $9.6M realized) suggests personal diversification; remaining option overhang (425,688 total; $8.58 strike) and layered RSU/PSU schedules continue to anchor alignment and retention through 2026 .
- Downside protection for the executive is moderate (≈$617K severance for non-CIC termination); CIC treatment could accelerate ≈$5.9M of equity as of 12/31/2024, indicating meaningful change-of-control economics and potential management incentives in strategic alternatives .
- Governance mitigants: stock ownership guidelines (2x salary for Section 16 officers), clawback, and anti-hedging/pledging policies reduce misalignment risks; no pledging disclosed for Fredman .
- Context: CCC’s 2024 results (revenue $944.8M; Adjusted EBITDA $397.4M, 42% margin) and multi-year PSU outcomes (2022 revenue CAGR PSUs at 85.61%; 2021 TSR PSUs at 100%) indicate targets that are demanding but attainable; 2024 say-on-pay support was 68%, suggesting investors are engaged on plan structure and recent modifications, a watchpoint for future design changes .