Scott Turicchi
About Scott Turicchi
Scott Turicchi, age 61, has served as CEO of Consensus Cloud Solutions since October 2021 and as a director since September 2021; he also served as Interim CFO from October 2021 through January 2022 . Prior roles include President and CFO of J2 Global (Aug 2014–Oct 2021), DLJ investment banking (1990–2000), and J2 Global board member (1998–2000), underscoring deep finance and operating credentials in subscription software and communications . Company performance during his tenure: Organic revenue was $362.4M in FY2022, $362.6M in FY2023, and $350.4M in FY2024 ; EBITDA was $167.2M*, $164.7M*, and $169.9M* in FY2022–FY2024 respectively, indicating margin durability despite revenue pressure (values retrieved from S&P Global)*. The pay-vs-performance table shows year-end value of a $100 investment since 10/7/2021 at $96 (2022), $47 (2023), and $43 (2024), and net income of $72.7M (2022), $77.3M (2023), $89.4M (2024) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Consensus Cloud Solutions | Interim CFO | Oct 2021–Jan 2022 | Stabilized finance post-spin; bridged leadership transition |
| J2 Global, Inc. | President & CFO | Aug 2014–Oct 2021 | Led finance and operations across cloud services; subscription scale |
| J2 Global, Inc. | Director | 1998–2000 | Board oversight pre-acquisition era |
| Donaldson, Lufkin & Jenrette | Investment Banking (Managing Director) | 1990–2000 | Capital markets/M&A expertise in tech/services |
External Roles
| Organization | Role | Years (as disclosed) | Notes |
|---|---|---|---|
| Greenhills Software, Inc. | Director | — | Real-time operating systems; private company board |
| Thomas Aquinas College | Chairman, Board of Governors | — | Higher-education governance |
| Lumen Christi Institute | Chair, Finance & Facilities Committee | — | Non-profit oversight |
| Sanctuary of Culture | Board Member | — | Cultural non-profit governance |
Fixed Compensation
Multi-year CEO pay components:
| Year | Base Salary ($) | Stock Awards ($) | Non-Equity Incentive ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | 750,000 | — | 1,384,188 | 36,541 | 2,170,729 |
| 2023 | 750,000 | — | 372,529 | 33,922 | 1,156,451 |
| 2022 | 750,000 | — | 166,125 | 32,045 | 948,170 |
Key observations:
- No new CEO equity grants in 2022–2024 as part of a one-time upfront long-term award structure .
- “All Other Compensation” includes insurance premiums and 401(k) contributions; e.g., 2024 detail totals $36,541 .
Performance Compensation
Annual PIC structure and outcomes (FY2024):
| Metric | Weighting | Target | Actual | Payout % | Vesting/Payment |
|---|---|---|---|---|---|
| Organic Revenue | 33% | $345,088,000 | 101.53% of target | 133.82% | Cash bonus; paid annually |
| Non-GAAP Net Income | 67% | $100,621,000 | 108.48% of target | 184.76% | Cash bonus; paid annually |
| CEO PIC (Total) | — | Target $825,000; Max $1,650,000 | Actual Paid $1,384,188 | — | Award set Dec 6, 2024 |
Long-term CEO equity award mechanics (granted Dec 15, 2021):
- RSUs: 80,000 vest over 5 years (25% at year 1; remaining 75% ratably over 4 years) .
- PSUs: 266,667 vest in five tranches upon 20/25-day stock price hurdles: $62.87, $69.15, $76.07, $83.67, $92.04 within a 6-year window; no vest prior to first anniversary .
Equity Ownership & Alignment
Beneficial ownership and alignment:
| Item | Detail |
|---|---|
| Shares beneficially owned | 177,960 shares; plus 7,500 RSUs vesting within 60 days of 4/16/2025; <1% ownership |
| Ownership guidelines | Hedging/pledging prohibited; no margin accounts or pledging allowed |
| Stock options | None outstanding for NEOs |
| Pay vs. performance metrics driving equity | Organic Revenue, Net Income, Share Price of CCSI |
Outstanding CEO equity at FY2024 year-end:
| Award Type | Unvested Units (#) | Market/Payout Value ($) |
|---|---|---|
| RSUs | 46,048 | 1,098,705 (at $23.86 close) |
| PSUs | 281,301 | 6,711,842 (assuming all targets achieved) |
2024 vestings:
| Name | Shares Acquired on Vesting (#) | Value Realized ($) |
|---|---|---|
| Scott Turicchi | 38,884 | 655,595 |
Employment Terms
| Provision | Terms |
|---|---|
| Severance | No severance or change-in-control cash arrangements for NEOs |
| Change-in-control equity | RSU/PSU restrictions lapse only if no substantially identical replacement awards and no comparable position at acquirer |
| Retirement/death/disability | RSUs vest in full; PSUs retain performance eligibility for 36 months (subject to grant expiration and ≥1-year post-grant) |
| Clawback | Recoupment of incentive comp in event of restatement under Rule 10D-1/Nasdaq; prior 3 years, limited exceptions |
| Hedging/pledging | Prohibited; includes short sales, public options, margin/pledging bans |
Board Governance
- Role: CEO and Director since 2021; member of Executive Committee (with independent chair presiding executive sessions) .
- Independence: Only Turicchi is non-independent; board otherwise supermajority independent; independent Chairman (Douglas Bech) .
- Committee structure: Audit and Compensation committees limited to independent directors; FW Cook serves as independent comp consultant .
- Attendance: All incumbent directors attended all Board and committee meetings in 2024 .
- Director compensation: CEO receives no additional board fees .
Company Financials (Context for Pay-for-Performance)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($) | 362,422,000 | 362,562,000 | 350,382,000 |
| EBITDA ($) | 167,220,000* | 164,650,000* | 169,916,000* |
Values retrieved from S&P Global*. Note: EBITDA values marked with an asterisk are sourced via GetFinancials (SPGI) and do not have document citations.
Pay vs performance indicators:
| Indicator | 2022 | 2023 | 2024 |
|---|---|---|---|
| Net Income ($) | 72,714,000 | 77,295,000 | 89,435,000 |
| Year-end value of $100 (since 10/7/2021) | 96 | 47 | 43 |
Compensation Peer Group (Benchmarking)
Peer companies used in 2024 benchmarking included Box, Commvault Systems, Ebix, Evolent Health, HealthStream, Omnicell, OneSpan, Phreesia, Progress Software, SecureWorks, Verint Systems, Yext, and True Bridge Inc. (f/k/a Computer Programs & Systems, Inc.) .
Investment Implications
- Alignment and leverage: CEO’s compensation is heavily long-term equity-weighted with stringent stock price hurdles and no additional equity grants since 2021, signaling retention and performance orientation; hedging and pledging prohibitions further align interests .
- Cash incentive design: PIC tied to Organic Revenue (33%) and Non-GAAP Net Income (67%) delivered a substantial 2024 payout ($1.38M) given 101.53% revenue and 108.48% non-GAAP NI achievement; monitor sustainability as GAAP revenues declined in 2024 .
- Ownership and selling pressure: Beneficial ownership is <1% with meaningful unvested RSUs/PSUs (RSUs: 46,048; PSUs: 281,301), which can create periodic selling pressure upon vesting; no stock options outstanding reduces reprice risk .
- Governance and dual role: Turicchi’s executive-director dual role is mitigated by an independent Chairman and independent key committees; CEO receives no board fees, reducing compensation layering concerns .
- Performance risk: TSR underperformance in 2023–2024 and revenue decline in 2024 despite higher net income suggests cost discipline offsetting top-line pressure; continued achievement of PSU price hurdles may be challenging if share performance lags .
Overall: The pay program emphasizes long-duration, performance-contingent equity with strict clawback and anti-hedging policies, supporting alignment. Near-term trading signals include watch for vesting schedules and potential Form 4 activity around vest dates, and assess whether operational initiatives can re-accelerate organic revenue to sustain PIC payouts and unlock PSU tranches .