Su Zan Nelson

About Su Zan Nelson

Su Zan Nelson, CPA, is Executive Vice President and Chief Accounting Officer of Concentra Group Holdings Parent, Inc. (CON). She is age 61, serves as Principal Accounting Officer, and has been with Concentra since 2001, serving as CFO from 2016–2024 and becoming CAO in 2024; she holds a bachelor’s degree in finance from the University of Texas at Arlington and is a certified public accountant . Company performance context for 2024 (IPO year): Net Income $171.897 million and Adjusted EBITDA $376.856 million; cumulative TSR on $100 invested from July 25, 2024 to year-end was $88.24 versus peer group $93.19 .

Past Roles

Organization	Role	Years	Strategic Impact
Concentra Group Holdings Parent, Inc.	Chief Financial Officer	2016–2024	Led finance through spin-off/IPO; responsible for reporting, planning, capital management, auditing .
Concentra Group Holdings Parent, Inc.	Executive Vice President, Chief Accounting Officer	2024–present	Principal Accounting Officer; oversees all financial/statistical reporting and capital management .
Concentra (earlier tenure)	Finance leadership roles	2001–2014	Long-tenured finance executive prior to two brief external CFO assignments .

External Roles

Organization	Role	Years	Strategic Impact
DentalOne Partners	Interim Chief Financial Officer	2014	Finance leadership supporting 160 dental practices .
MedPost Urgent Care (Tenet Health)	Chief Financial Officer	2015	CFO for 45 urgent care centers (division of Tenet Health) .
Various healthcare corporations	Financial consultant	Not disclosed	Provided healthcare-related financial consultation (specific engagements not disclosed) .

Fixed Compensation

Metric	2022	2023	2024
Base Salary ($)	$350,000	$374,039	$375,000

Perquisites and other personal benefits (2024):

Item	Amount ($)
401(k) Matching Contributions	$3,462
Group Term Life Insurance	— (not reported)
Dividends on Unvested Restricted Stock	— (not reported)
Auto Allowance	— (not reported)

Performance Compensation

Annual Management Incentive Plan (MIP) – 2024

Metric	Target Range	Target Bonus ($)	Actual Payout % of Target	Actual Payout ($)	Vesting/Payment
EBITDA (shifts to Adjusted EBITDA + EPS starting FY2025)	$378,000,000 (threshold) to $385,000,000 (maximum)	$281,250 (75% of $375,000 base)	75% of target (Company-wide NEO payout rate)	$210,938 (derived from $281,250 × 75%)	Cash paid after fiscal year per plan

Long Term Cash Incentive Plan (LTIP) – accelerated and terminated after 2024 payment

Cycle	Bonus Units (#)	Target ($)	Performance Basis	Payout	Notes
2023 cycle (originally 2023–2024)	38,730 units (set at $7.10 per-interest value)	$275,000	Per-interest equity value at cycle end (adjusted for extraordinary/non-recurring items)	Not disclosed (paid and LTIP terminated)	Accelerated and paid as of 12/31/2024; LTIP terminated thereafter
2024 cycle (originally 2024–2025)	33,825 units (set at $8.13 per-interest value)	$275,000	Per-interest equity value at cycle end (adjusted)	Not disclosed (paid and LTIP terminated)	Accelerated and paid as of 12/31/2024; LTIP terminated thereafter

Additional 2024 discretionary IPO bonus:

Item	Amount ($)
Discretionary bonus in connection with IPO	$75,000

Pay-versus-performance context (Company-wide, 2024):

Metric	2024
Compensation Actually Paid to non-PEO NEOs (average) ($)	$3,252,035
Net Income ($)	$171,897,000
Adjusted EBITDA ($)	$376,856,000
TSR value of $100 investment (Company) ($)	$88.24
TSR value of $100 investment (Peer Group) ($)	$93.19

Equity Ownership & Alignment

Item	Detail
Total beneficial ownership	60,000 shares (<1% of outstanding)
Unvested restricted stock at 12/31/2024	60,000 shares; market value $1,186,800 (at $19.78 per share)
2024 RSU grant	60,000 shares; grant date 11/26/2024; fair value $1,385,400 (60,000 × $23.09)
2024 RSU vesting	Vests equally over 4 years on each anniversary of grant (pro-rata acceleration on death, disability, or termination following change in control)
2025 RSU grant	60,000 shares; grant date 11/4/2025; vests equally over 4 anniversaries
Stock ownership guideline	1.5× base salary for NEOs; includes unvested time-based restricted stock; 3-year compliance window
Ownership guideline compliance	Exceeds: required ≈ $562,500 (1.5× $375,000 base) vs. unvested RSU value $1,186,800 at 12/31/2024
Hedging/Pledging	Hedging prohibited; pledging status not disclosed
Post-vest sale restriction	One-year lock-up on shares received from option exercise or RSU vesting (net of shares for taxes/exercise price)
Options outstanding	None (company shows no outstanding options under equity plans)

Vesting schedules

Award	Schedule
60,000 RSU granted 11/26/2024	15,000 per year on 11/26/2025, 11/26/2026, 11/26/2027, 11/26/2028 (equal annual tranches)
60,000 RSU granted 11/4/2025	15,000 per year on 11/4/2026, 11/4/2027, 11/4/2028, 11/4/2029 (equal annual tranches)

Employment Terms

Term	Detail
Employment letter	Employment Letter Agreement dated January 14, 2016 (filed as exhibit; remains governing arrangement)
Tenure	With Concentra since 2001; CFO 2016–2024; CAO since 2024
Severance (without due cause)	Nine months of continued base salary (subject to release and restrictive covenant compliance)
Change-of-control treatment	Pro-rata accelerated vesting of unvested restricted shares upon termination following change-in-control (double-trigger)
Non-compete / Non-solicit	Two-year post-employment non-compete and non-solicit (one year for Dr. Anderson; Ms. Nelson subject to two years)
Clawback	NYSE/Rule 10D-1 compliant recovery policy; recovery of erroneously awarded incentive comp upon restatement
Anti-hedging	Prohibits hedging and derivative transactions in Company stock
Tax gross-ups	No excise or other change-in-control tax gross-ups provided
SERP/Pension	No supplemental executive retirement plans

Multi-Year Compensation Summary (as disclosed)

Metric	2022	2023	2024
Salary ($)	$350,000	$374,039	$375,000
Bonus ($)	—	—	$75,000 (IPO discretionary)
Stock Awards ($)	—	—	$1,385,400
Non-Equity Incentive Plan Compensation ($)	$471,230	$362,813	$871,471
All Other Compensation ($)	$1,293,730	$1,243,526	$3,462
Total ($)	$1,293,730	$1,243,526	$2,710,333

Compensation Structure Notes

Incentive plan design emphasizes performance-based pay: 2024 MIP tied to EBITDA achievement; starting 2025, MIP adds EPS alongside Adjusted EBITDA .
LTIP was a two-year cash plan tied to per-interest equity value; it was accelerated and terminated after the 2024 payment cycle .
Equity grants are time-based restricted stock with four-year pro-rata vesting; double-trigger pro-rata acceleration for termination following a change in control .
Governance protections include a robust clawback policy and an anti-hedging rule; company prohibits repricing/buyouts of underwater options without shareholder approval .

Investment Implications

Alignment: Nelson’s equity position and strict ownership guidelines (which count unvested restricted stock) indicate strong ongoing alignment; her unvested RSUs alone exceeded the ownership requirement at year-end 2024, and hedging is prohibited .
Selling pressure: Four-year RSU vesting plus a one-year post-vest sale lock-up materially moderates near-term insider supply; any acceleration requires both a change-in-control and termination (double-trigger), reducing forced selling scenarios .
Retention risk: Severance is modest (nine months base salary) but long tenure and equity unvested tranches reduce near-term departure risk; non-compete/non-solicit at two years strengthens retention/transition protection .
Pay-for-performance signals: 2025 shift to EPS with Adjusted EBITDA increases earnings quality focus; monitor quarterly progress vs. EPS/Adjusted EBITDA to assess payout sensitivities and potential discretionary adjustments (plan permits adjustments for unusual items) .
Options risk: No options outstanding and repricing prohibitions limit dilution/optics risk; equity is in RSUs, which are less levered than options and generally lower risk from a shareholder dilution standpoint .