Adam Appleby
CONDUENTAbout Adam Appleby
Adam Appleby (age 50) is Executive Vice President, Public Sector Solutions at Conduent (CNDT), appointed to his current role in July 2024 and an executive officer since 2024 . He oversees Conduent’s Public Sector portfolio, including Government Healthcare Solutions and Government Services (Government segment), as well as Road Usage Charging, Transit Solutions, and Commercial Vehicles (Transportation segment) . Prior roles at Conduent include COO – Commercial Solutions (Aug 2020–Oct 2022), COO – Transportation Solutions (Oct 2022–Aug 2023), and President – Transportation Solutions (Aug 2023–Jul 2024); prior to Conduent he was SVP, Client Operation, Credit Union Solutions at Fiserv (2018–2020) . Appleby holds a B.S. in Environmental Science and Systems Engineering from the U.S. Military Academy at West Point and completed leadership programs at GE, Bank of America, Ally Financial, and Fiserv . Notable recent wins and execution include leadership quotes on RMTA’s Pay‑by‑Plate tolling award and NJ TRANSIT 3D fare gates, signaling commercial traction across Transportation and Public Sector offerings .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Conduent | EVP, Public Sector Solutions | Jul 2024–present | Leads Government Healthcare/Services plus Road Usage Charging, Transit, Commercial Vehicles; portfolio owner for Public Sector growth and delivery . |
| Conduent | President, Transportation Solutions | Aug 2023–Jul 2024 | Led Transportation business; positioned CNDT for wins like RMTA Pay‑by‑Plate and transit fare gate deployments . |
| Conduent | COO, Transportation Solutions | Oct 2022–Aug 2023 | Drove operations/transformation in Transportation segment . |
| Conduent | COO, Commercial Solutions | Aug 2020–Oct 2022 | Ran operations for Commercial segment offerings . |
| Fiserv | SVP, Client Operation, Credit Union Solutions | Sep 2018–Aug 2020 | Senior operating role; platform and client execution experience relevant to BPO at scale . |
External Roles
- No external public-company directorships or committee roles disclosed for Appleby in CNDT filings .
Fixed Compensation
- Appleby is not a Named Executive Officer (NEO) in CNDT’s 2025 proxy; therefore, his specific base salary and target/actual bonus are not disclosed . CNDT states executives serve at will (no written employment contracts) and uses a company-wide compensation framework administered by the Compensation Committee .
Performance Compensation
CNDT’s executive incentive architecture (plan design applies company-wide; individual payouts disclosed only for NEOs):
- Annual Performance Incentive Plan (APIP) metrics and results for 2024:
- Metrics and weights: Adjusted Revenue (40%), Adjusted EBITDA Margin (40%), Net ARR Activity (20%) .
- Company-level 2024 funding outcome: 72% of target; targets were set in March 2024 and not reset .
| Metric (2024 APIP) | Weight | Threshold | Target | Maximum | Actual | Funding contribution |
|---|---|---|---|---|---|---|
| Adjusted Revenue | 40% | $3,540.5M | $3,650M | $3,759.5M | $3,605M | 28% |
| Adjusted EBITDA Margin | 40% | 8.08% | 8.5% | 8.93% | 8.27% | 23% |
| Net ARR Activity | 20% | $89.3M | $105.0M | $120.8M | $106.5M | 21% |
| Total funding | 72% |
- Long-Term Incentive Program (LTIP) design (2024 grants):
- Mix: 35% time-based RSUs (ratable vest over 3 years); 45% PRSUs – Revenue Growth (3-year average annual growth); 20% PRSUs – relative TSR vs. peer group (3-year cliff; cap at 100% if absolute TSR negative) .
- 2024 Revenue Growth PRSU goals (yearly targets averaged over 2024–2026): 2024 target (−1.9%), threshold (−3.27%), max (0.1%); 2025 target 2.0%, 2026 target 3.0% .
- 2024 actual revenue growth result used for first one‑third measurement: −3.14% (calculated 54.74% for that tranche; final payout averages 2024–2026) .
- 2022 PRSU “Share Hurdle” awards (NEO plan) did not vest, indicating rigorous payout standards .
| LTIP component | Weight | Performance metric | Vesting | Key terms |
|---|---|---|---|---|
| RSU | 35% | Service only | Ratable over 3 years | Annual grants; no stock options currently granted by CNDT . |
| PRSU – Revenue Growth | 45% | Avg. annual revenue growth (2024–2026) | 3-year cliff | Targets set per year; linear interpolation; 2024 result −3.14% (54.74% for 1/3) . |
| PRSU – rTSR | 20% | rTSR vs. peer group | 3-year cliff | 25th=50%, Median=100%, 75th=150%; payout capped at 100% if absolute TSR negative . |
Note: Appleby’s individual grants are not disclosed (he is not an NEO); the above reflects CNDT program design and results .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 124,039 CNDT shares as of March 24, 2025 . |
| Ownership as % of SO | Less than 1% (all executives other than CEO individually <1%) . |
| Vested vs. unvested | Not disclosed for Appleby; proxy footnote notes no executive holdings exercisable or scheduled to vest within 60 days of Mar 24, 2025 . |
| Options | CNDT does not currently grant stock options; outstanding NEO equity is in RSUs/PRSUs . |
| Pledging/hedging | Executive officers are prohibited from hedging or pledging CNDT stock; trades limited to window periods or 10b5‑1 plans (NEOs had no 10b5‑1 plans as of Dec 31, 2024) . |
| Ownership guidelines | CEO 6x base salary; CEO direct reports (EVPs) 3x; others 1x; 50% of net shares retained until achieved . |
| Clawback | SEC/Nasdaq-compliant recoupment policy for restatements; broader detrimental-activity clawbacks under plans . |
Employment Terms
- Employment status: At-will; CNDT does not maintain written employment contracts with executive officers .
- Severance (U.S. Executive Severance Policy): For involuntary termination not for cause, executives generally receive 52 weeks of base salary continuation, continued health benefits, and continued vesting of outstanding LTIP during the severance period (policy described for senior executives/NEOs) .
- Change-in-control (CIC) plan: Double-trigger. CEO receives 2.5x (salary + target bonus); CEO direct reports receive 2.0x, plus welfare benefits continuation and equity vesting terms per plan; excise tax cutback applies .
- Restrictive covenants: Non-compete and non-solicit maintained for NEOs to the extent legally permitted .
Performance & Track Record Context
- Public Sector traction: RMTA Pay‑by‑Plate tolling award announced with Appleby quote; CNDT to manage end‑to‑end image-based transactions and payments under Tolling‑as‑a‑Service model .
- Transit modernization: NJ TRANSIT contract for 3D fare gates, building on 2024 SEPTA agreement; Appleby highlighted modernization and revenue protection benefits .
- Segment results: Government segment margin improved YoY in Q3 2025, aided by rate increases, cost actions, and AI-enabled fraud prevention; Transportation revenue and profitability rose on equipment sales and project mix .
- Say‑on‑Pay: 96.41% approval at 2024 annual meeting, indicating broad shareholder support for pay program design .
Company Performance (context for Appleby’s tenure)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenue ($USD) | $3,858,000,000* | $3,722,000,000* | $3,356,000,000* |
| EBITDA ($USD) | $302,000,000* | $240,000,000* | $76,000,000* |
Values marked with * retrieved from S&P Global (GetFinancials).
Compensation Structure Analysis (implications for Appleby)
- Mix tilt to performance/equity: CNDT emphasizes variable pay via APIP and PRSUs (revenue growth and rTSR), with clawbacks and ownership requirements—aligning senior executives’ incentives with revenue growth, margin expansion, and shareholder returns .
- Payout rigor: 2022 PRSU share-hurdle awards did not vest, reflecting high performance thresholds; APIP funded at 72% in 2024 amid revenue pressure, limiting cash payout leverage .
- No options, no pledging/hedging: Reduces leverage to market swings and discourages misalignment or liquidity‑driven selling; 10b5‑1 plan usage was limited among NEOs as of YE 2024 .
Investment Implications
- Alignment: Appleby’s role spans key growth vectors (Government and Transportation). Programmatic incentives (revenue growth and rTSR PRSUs) should align his upside with durable revenue/margin gains in Public Sector portfolios .
- Retention: EVP‑level executives are typically covered by CNDT’s severance and CIC frameworks (double-trigger, 2x for CEO direct reports), reducing near‑term departure risk while maintaining shareholder-friendly guardrails (no gross‑ups; clawbacks; at‑will) .
- Selling pressure: With hedging/pledging prohibited and vesting on multi‑year schedules (RSUs ratable; PRSUs cliff), structural selling pressure from forced liquidity events appears limited; individual trading plans are restricted to windows or 10b5‑1 arrangements .
- Execution watch‑items: Public Sector wins (RMTA, NJ TRANSIT/SEPTA) support Appleby’s go‑to‑market execution; investors should track Government segment margins and Transportation award conversion to assess pay‑for‑performance payout probabilities over the 2024–2026 LTIP cycle .
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