Timothy Welsh
About Timothy Welsh
Timothy A. Welsh, age 59, serves as President and Executive Vice President of CCC Intelligent Solutions, appointed in March 2025 after senior roles at U.S. Bank (Vice Chair, Consumer & Business Banking) and McKinsey & Company (Senior Partner; elected to the firm’s Shareholders’ Council). He holds a BA in Social Studies and an MBA from Harvard University . Company performance context as he joins: FY2024 revenue was $944.8 million (+9% YoY) and adjusted EBITDA $397.4 million (+12% YoY), with FY2025 guidance of $1.055–$1.065 billion revenue and $417–$427 million adjusted EBITDA . Since the 2021 de-SPAC, supplemental TSR shows a $100 investment grew to $117 by 12/31/2024 (peer group $118) .
Company Performance Context
| Metric | FY 2024 | FY 2025 Guidance |
|---|---|---|
| Revenue ($USD Millions) | $944.8 | $1,055–$1,065 |
| Adjusted EBITDA ($USD Millions) | $397.4 | $417–$427 |
| Adjusted EBITDA Margin (%) | 42% | n/a |
| Supplemental TSR: Value of $100 (Aug 2, 2021 → Dec 31, 2024) | $117 (Company) | n/a |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CCC Intelligent Solutions | President & EVP | Mar 24, 2025–present | Leads all market-facing functions to accelerate customers’ digital transformation |
| U.S. Bank | Vice Chair, Consumer & Business Banking | ~7 years | Led “digital plus human” transformation; built bank app widely regarded as best-in-class |
| McKinsey & Company | Senior Partner | 27 years | Served P&C and life insurers; elected to Shareholders’ Council (firm’s Board); led global L&D |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| None disclosed | — | — | No public-company directorships disclosed for Welsh in CCC filings or press materials |
Fixed Compensation
| Component | FY2024 Disclosed for Welsh? | Notes |
|---|---|---|
| Base salary | Not disclosed | Welsh joined in March 2025 and was not a FY2024 NEO; no compensation detail provided for him in FY2024 proxy tables |
| Target bonus % | Not disclosed | Company AIP structure detailed for FY2024 NEOs; Welsh-specific terms not disclosed |
| Actual bonus paid | Not disclosed | N/A for FY2024; Welsh joined in 2025 |
| Perquisites | Not disclosed | Company reports modest executive perquisites generally; Welsh-specific items not disclosed |
Performance Compensation
CCC’s executive incentive architecture centers on formulaic annual cash (AIP) and multi-year PSUs tied to revenue growth and adjusted EBITDA margin.
- Annual Incentive Plan (AIP) – FY2024 structure (company-level reference):
- Metrics and weighting: Revenue 60%, Adjusted EBITDA 40%
- FY2024 outcomes: Revenue $938.0M and Adjusted EBITDA $423.1M yielded 74.8% of target company performance; certain NEOs received 100% individual multipliers
| Metric | Weighting | Threshold ($M) | Target ($M) | Maximum ($M) | Actual ($M) | Company Performance Factor |
|---|---|---|---|---|---|---|
| Revenue (ex-China) | 60% | $919.7 | $952.4 | $1,045.3 | $938.0 | 74.8% of target (overall) |
| Adjusted EBITDA (ex-China; bonus-adjusted) | 40% | $414.7 | $438.9 | $490.3 | $423.1 | 74.8% of target (overall) |
- PSUs – FY2024 design (company-level reference):
- Two performance metrics, each 50% weight: revenue CAGR and adjusted EBITDA margin over a 3-year period ending Dec 31, 2026; payout range 50%–200% with linear interpolation; forfeiture if below threshold
| PSU Metric | Weighting | Performance Period | Payout Range | Vesting Mechanics |
|---|---|---|---|---|
| Revenue CAGR | 50% | FY2024–FY2026 (3-year) | 50%–200% | Vests at certification after period end; requires continued service |
| Adjusted EBITDA Margin | 50% | FY2024–FY2026 (3-year) | 50%–200% | Vests at certification after period end; requires continued service |
Note: CCC eliminated stock options from new grants starting in 2021; annual equity mix is RSUs and PSUs for NEOs .
Equity Ownership & Alignment
- Stock ownership guidelines:
- CEO: 6x base salary; CFO: 3x; all other Section 16 executive officers: 2x base salary; non-employee directors: 3x annual cash fees. Compliance window: within five years of adoption or of becoming covered .
- Anti-hedging and anti-pledging:
- Hedging and pledging of CCC securities are prohibited without prior clearance; margin accounts disallowed; policy posted in SEC filings .
- Clawback:
- Nasdaq Rule 5608-compliant clawback policy covers incentive-based compensation received in the three prior fiscal years in the event of a restatement; applies to current/former executive officers .
- Beneficial ownership:
- Welsh was not individually listed in the April 1, 2025 security ownership table; all directors and executive officers as a group held 40,637,234 shares (6.03% of 658,943,785 outstanding) .
| Item | Data |
|---|---|
| Stock ownership guideline for Welsh (Section 16 officer) | 2x annual base salary |
| Compliance deadline | Within 5 years of becoming covered |
| Hedging/Pledging | Prohibited without pre-approval |
| Execs+Directors group beneficial ownership | 40,637,234 shares; 6.03% of outstanding |
Vesting events and potential supply: On Feb 27, 2025, CCC certified payouts and distributed shares from prior PSU cycles (2022 revenue CAGR-based PSUs at 85.61% and modified 2021 TSR-based PSUs at 100%); CEO and NEOs received shares as shown below, which can create periodic selling pressure post-distribution .
| Recipient | Shares from 2022 Revenue CAGR PSUs | Shares from 2021 TSR PSUs |
|---|---|---|
| Githesh Ramamurthy | — | 4,800,000 |
| Brian Herb | 60,689 | 75,000 |
| John Goodson | 35,402 | 43,750 |
| Marc Fredman | 30,345 | 30,000 |
| Michael Silva | 74,661 | — |
Employment Terms
- Appointment:
- Welsh hired as President to lead market-facing functions; joins March 24, 2025 .
- Employment agreement:
- No Welsh-specific employment agreement terms were disclosed in FY2024 proxy materials. CCC provides detailed agreements and severance for other NEOs (CEO and CFO/EVPs), summarized below :
- CEO severance (without cause/good reason): 24 months of salary+target bonus equivalent (monthly), pro-rata bonus, up to 24 months COBRA subsidy .
- Other NEOs severance (without cause/good reason): 12 months of base salary (monthly), greater of pro rata target bonus or actual bonus, up to 12 months COBRA subsidy .
- Restrictive covenants: non-compete and non-solicit periods vary (CEO 24 months; other NEOs typically 12 months), confidentiality and IP assignment .
- No Welsh-specific employment agreement terms were disclosed in FY2024 proxy materials. CCC provides detailed agreements and severance for other NEOs (CEO and CFO/EVPs), summarized below :
- Change-in-control (equity):
- RSUs: unvested RSUs vest if not assumed at CoC; if assumed, continue schedule and accelerate upon qualifying termination within 1 year post-CoC .
- PSUs: if not assumed at CoC, settle in cash based on greater of actual/target performance as of CoC, with forfeiture of remainder; if assumed, convert to RSUs based on greater of actual/target as of CoC, vest at end of original performance period, with acceleration upon qualifying termination within 1 year .
Compensation Structure Analysis
- Pay mix: For FY2024 NEOs (excluding CEO), average pay mix was ~16% base, 8% target annual incentive, 76% long-term equity; 84% variable; 46% tied to pre-set performance goals .
- Metrics and rigor: Annual plan tied to revenue and adjusted EBITDA with thresholds and caps; multi-year PSUs tied to revenue CAGR and adjusted EBITDA margin with 50–200% payout bands .
- Options eliminated: CCC removed options from new grants beginning in 2021; equity awards are RSUs and PSUs, reducing dilution risk vs options .
- Program governance: Independent Human Capital and Compensation Committee; independent consultant (Alpine Rewards) in 2024; stock ownership guidelines; clawback; anti-hedging/pledging .
- Shareholder feedback: 2024 Say-on-Pay support was ~68%; CCC conducted targeted investor outreach; acknowledged 2023 modifications to TSR PSUs and considered investor views in design decisions .
Say-on-Pay & Shareholder Feedback
| Item | Data |
|---|---|
| 2024 Say-on-Pay approval | ~68% |
| Engagement | Outreach to top 10 institutions (~42% of shares) with Committee Chair and management participation |
| Notable design changes reference | 2021/2022 TSR PSUs modified in 2023; payouts certified in 2025 |
Risk Indicators & Red Flags
- Prior PSU modifications: 2023 changes to TSR PSUs can be perceived as plan flexibility; CCC engaged shareholders subsequently .
- Perquisite gross-ups: Limited gross-ups reported (e.g., parking and housing allowances for a departing NEO); not broad-based, but present .
- Insider policies: Hedging/pledging restrictions reduce misalignment; clawback aligned with Nasdaq standards .
- Executive turnover: Elimination of Chief Commercial & Customer Success Officer role and separation terms disclosed effective Dec 31, 2024 .
Expertise & Qualifications
- Deep insurance sector expertise (P&C, casualty, disability) from McKinsey; senior governance experience (Shareholders’ Council) .
- Large-scale digital transformation leadership at U.S. Bank; recognized top-tier consumer app development .
- Immediate remit at CCC: lead sales, service, and go-to-market to drive adoption and change management for emerging solutions .
Investment Implications
- Alignment and retention: Strong governance (ownership guidelines, clawback, anti-hedging/pledging) supports alignment; Welsh has a five-year window to meet ownership guidelines (2x salary for Section 16 officers), but his specific holdings and compensation terms are not yet disclosed—monitor Form 4s and next proxy for clarity .
- Execution lever: Welsh’s track record in digitization and change management aligns with CCC’s strategy to accelerate adoption of AI-driven solutions; management commentary highlights his role in scaling go-to-market and client change management—an upside lever for revenue growth and margin trajectory targeted mid-40s over time .
- Trading signals: February 2025 PSU share distributions to NEOs and the CEO create potential near-term supply; watch for insider filings post-vesting windows and 10b5-1 adoptions .
- Governance watch items: 2024’s 68% Say-on-Pay support and prior PSU modifications suggest investors scrutinize incentive design; continued engagement and transparent performance metric rigor will be important, especially as Welsh’s package becomes disclosed .