Charles Bass
About Charles Bass
Charles Bass is Vice President and Chief Alliances Officer (appointed January 2025), previously Chief Marketing Officer (December 2020–January 2025) and VP of Alliances & Marketing at Climb Channel Solutions (January 2018–2020). He is 60 years old, holds a BA in Economics from Vanderbilt University and an MBA from the University of Tennessee, and has deep go‑to‑market expertise across alliances, channel sales, and storage/networking OEMs including HP, Western Digital/Tegile, Blue Medora, Promark, Brocade, McDATA, and IBM . His incentive pay is explicitly tied to EBITDA for annual bonuses and to multi‑year PSUs; the company states that executive pay is aligned with TSR and net income trends, reinforcing pay‑for‑performance rigor .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Climb Channel Solutions (formerly Lifeboat Distribution) | VP, Alliances & Marketing | Jan 2018–Dec 2020 | Lead alliances/marketing, building vendor ecosystem and channel reach |
| Climb Global Solutions (CLMB) | Chief Marketing Officer | Dec 2020–Jan 2025 | Drove brand and demand generation during rebrand and growth initiatives |
| Climb Global Solutions (CLMB) | Chief Alliances Officer | Jan 2025–present | Elevated vendor partnerships and strategic alliances to accelerate growth |
| Blue Medora | VP, Channel Sales | Oct 2016–Dec 2017 | Scaled IT monitoring/integration channel sales |
| Tegile Systems (acquired by Western Digital) | VP, Channel Sales | Jul 2015–Oct 2016 | Built high‑growth storage channel ahead of acquisition |
| Promark Technology | VP, Vendor Alliances & Marketing | Nov 2010–Jul 2015 | Vendor alliances; part of management team executing sale to Ingram Micro (Q4 2012) |
| Hewlett Packard (HPQ) | North America Channel Sales (StorageWorks) | Prior to Promark | Led NA channel for storage portfolio |
| LeftHand Networks | North America Channel Sales | Prior to HP | Drove channel for LeftHand storage |
| Brocade; McDATA; IBM | Various sales leadership roles | Earlier career | Enterprise infrastructure sales leadership |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Promark Technology | Board Director | 2012 | Joined board; contributed to sale to Ingram Micro in Q4 2012 |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 325,000 | 325,000 |
| Bonus ($) | — | — |
| Stock Awards ($) (grant‑date FV) | 149,988 | 476,585 |
| Non‑Equity Incentive Plan Compensation ($) | 220,800 | 337,500 |
| All Other Compensation ($) | 13,231 | 11,866 |
| Total ($) | 709,019 | 1,150,951 |
Performance Compensation
| Component | Metric | Weighting | Target/Payout Mechanics | Actual Payout | Vesting/Payment |
|---|---|---|---|---|---|
| 2024 Annual Cash Bonus | EBITDA | 100% (single metric) | Potential 0–150% of target; Committee set targets off 2024 budget | 150% of target; $337,500 paid | Cash; earned FY2024, paid subsequent year |
| 2023–2025 PSUs | EPS | 70% | Potential 0–150% based on EPS over cycle; service through Jan 1 following cycle end | In cycle (not disclosed) | Vests at cycle end; settled within 30 days |
| 2023–2025 PSUs | ROE | 30% | Potential 0–150% based on ROE over cycle; service through Jan 1 following cycle end | In cycle (not disclosed) | Vests at cycle end; settled within 30 days |
| 2024–2026 PSUs | Performance goals (Board/Comp Committee set) | Not disclosed | Three‑year performance cycle concluding FY2026 | In cycle (not disclosed) | Vests at cycle end; settled within 30 days |
The company does not currently grant stock options as part of equity programs .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Apr 7, 2025) | 25,450 shares; less than 1% of outstanding; includes 8,574 unvested restricted stock |
| Short‑Selling/Hedging/Pledging | Prohibited for executives; no pledging permitted (alignment positive) |
| Clawback Policy | Mandatory recovery of incentive‑based comp for 3 years preceding any restatement, per SEC/NASDAQ rules |
| Insider Plans (Q2, Q3 2025) | No director/officer adoptions/terminations of Rule 10b5‑1 or non‑10b5‑1 plans in Q2 and Q3 2025 |
Outstanding, Unvested Equity (as of Dec 31, 2024):
| Category | Units Unvested (#) | Market Value ($) |
|---|---|---|
| Time‑based RSUs (Stock Awards) | 11,615 | 1,472,201 |
| Performance‑based RSUs (Equity Incentive Plan Awards) | 9,101 | 1,153,552 |
Key RSU Grants and Vesting Schedules:
| Grant Date | Type | Shares | Vesting Schedule | Performance Cycle/Notes |
|---|---|---|---|---|
| Feb 2024 | Time‑based RSUs | 3,167 | 3 equal annual installments | — |
| Apr 2023 | Time‑based RSUs | 2,900 | 3 equal annual installments | Awarded under 2021 plan |
| Feb 2023 | Time‑based RSUs | 9,786 | 16 equal quarterly installments | — |
| Mar 2022 | Time‑based RSUs | 6,512 | 16 equal quarterly installments | — |
| Feb 2024 | PSUs | 4,751 | Vests after 3‑yr cycle | Cycle concludes end of FY2026 |
| Apr 2023 | PSUs | 4,350 | Vests after 3‑yr cycle | Cycle concludes end of FY2025; EPS 70% / ROE 30% |
Stock Vested:
| Year | Shares Vested (#) | Value Realized ($) |
|---|---|---|
| 2024 | 8,600 | 619,495 |
Company‑wide RSU vesting often leads to share surrenders to satisfy withholding (e.g., 15,216 surrendered in Q3’25; 12,361 in Q2’25), indicating periodic insider‑related selling pressure to meet taxes .
Employment Terms
| Provision | Bass‑Specific / Plan Term |
|---|---|
| Severance Plan Tier | Tier 2 Participant under Executive Severance and Change in Control Plan |
| Covered Termination (Outside CoC) | 6–18 months base salary; pro‑rata year bonus; COBRA subsidy during severance; release required; at‑will employment |
| Change‑in‑Control (Double Trigger) | 18–24 months base salary; payment of target annual bonus; full acceleration of unvested equity; COBRA subsidy |
| Restrictive Covenants | Non‑compete and non‑solicit for 1 year (or longer if severance period is longer); non‑disparagement and confidentiality indefinite |
| 280G Treatment | Cutback to avoid excise tax if it yields higher after‑tax benefit (no gross‑ups) |
| Clawback | Incentive‑based compensation subject to recovery per policy |
Estimated Severance Economics (as of Dec 31, 2024):
| Scenario | Salary incl. COBRA ($) | Incentive Comp ($) | Equity Acceleration ($) | Total ($) |
|---|---|---|---|---|
| Outside CoC | 355,513 | 337,500 | — | 693,013 |
| Within CoC | 533,270 | 337,500 | 1,472,201 | 2,342,971 |
Estimated Severance Economics (as of Dec 31, 2023, legacy table for trend):
| Scenario | Salary ($) | Incentive Comp ($) | Equity Acceleration ($) | Total ($) |
|---|---|---|---|---|
| Outside CoC | 325,000 | 220,800 | — | 545,800 |
| Within CoC | 487,500 | 220,800 | 937,810 | 1,646,110 |
Say‑on‑Pay & Shareholder Feedback
- 2024 say‑on‑pay approval: 88% of votes cast; 2023 approval: 91%, indicating investor support for the program .
Risk Indicators & Red Flags
- No stock options granted currently (reduces repricing risk); hedging and pledging prohibited (alignment positive) .
- Robust clawback policy per SEC/NASDAQ rules (recoupment risk for restatements) .
- Double‑trigger equity acceleration under CoC increases potential change‑in‑control payouts; Bass Tier 2 positioning yields meaningful multiples and accelerations .
- No officer adoptions/terminations of 10b5‑1 plans in Q2/Q3’25 (no evidence of pre‑planned selling activity in those quarters) .
Investment Implications
- High alignment: Bass’s pay is heavily at‑risk via EBITDA‑based annual bonus and multi‑year PSUs tied to EPS/ROE; 2024 payout at 150% highlights strong operational results and pay‑for‑performance design .
- Retention: Significant unvested time‑based RSUs (11,615 units; $1.47M) and PSUs (9,101 units; $1.15M) plus CoC double‑trigger acceleration create retention hooks but also potential CoC payout overhang; Tier 2 severance terms add downside protection for the executive .
- Trading signals: Prohibitions on hedging/pledging and no recent 10b5‑1 adoptions point to limited discretionary selling pressure; expect periodic tax‑related share surrenders on vesting dates, which may modestly impact float near vest events .
- Governance: Positive say‑on‑pay outcomes (88%/91%) and clawback policy support program credibility; absence of options reduces repricing risk, though CoC acceleration warrants monitoring if strategic activity increases .