Tara A. O'Neil
About Tara A. O'Neil
Tara A. O’Neil is Senior Vice President and General Counsel at Claritev (CTEV), appointed in September 2024 after serving in multiple internal legal leadership roles since 2003; she is 59 years old and has over two decades of company-specific legal and contract experience . Company performance during her tenure transition included FY 2024 revenue of $930.6 million (down 3.2% YoY) and Adjusted EBITDA of $576.668 million, amid a major debt refinancing that closed in January 2025 with 99.75% participation . Pay-versus-performance disclosures show 2024 company TSR underperformance versus the peer index (value of fixed $100 investment of $3.82 vs. peer group $93.53), reinforcing the firm’s move to strengthen pay-for-performance design in 2024–2025 .
Company metrics relevant to 2024:
| Metric | FY 2024 |
|---|---|
| Revenue ($USD Millions) | $930.6 |
| Adjusted EBITDA ($USD Thousands) | $576,668 |
| Free Cash Flow ($USD Thousands) | -$10,507 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Claritev (CTEV) | Senior Vice President & General Counsel | Sep 2024–present | Leads corporate legal function during transformation and capital structure reset |
| Claritev (CTEV) | Senior Vice President & Deputy General Counsel | Feb 2024–Sep 2024 | Supported executive transitions and legal oversight |
| Claritev (CTEV) | Vice President & Associate General Counsel | Apr 2017–Mar 2024 | Advanced legal leadership across core operations |
| Claritev (CTEV) | AVP, Associate Counsel & Director of Provider Contracts | Jan 2013–Mar 2017 | Directed provider contract strategy and execution |
| Claritev (CTEV) | Associate Counsel & Project Manager | Feb 2003–Dec 2012 | Built foundational legal processes and projects |
| Private Healthcare Systems | Legal roles of increasing responsibility | Pre-2003 | External legal and payer network experience |
External Roles
Not disclosed .
Fixed Compensation
Not disclosed for Ms. O’Neil in the 2025 proxy (she is not a named executive officer) .
Performance Compensation
Not disclosed for Ms. O’Neil. Company-wide design for 2024 included base salary, annual cash incentive tied 50% to revenue and 50% to Adjusted EBITDA (targets: $1,021.1 million revenue; $646.7 million Adjusted EBITDA), and long-term equity with 50% PSUs (metrics: revenue and relative TSR) and time-vested RSUs; payouts to continuing NEOs were adjusted to 70% of target reflecting transformative milestones despite below-plan financials .
Equity Ownership & Alignment
- Lock‑up: As part of the November 2025 secondary offering by H&F affiliates, Ms. O’Neil executed a 60‑day lock‑up agreement restricting sales, hedging, and registration demands; exceptions include bona fide gifts, estate transfers, net/cashless settlements for taxes, and establishing Rule 10b5‑1 plans (no sales during the lock‑up) .
- Hedging and pledging: Company policy prohibits hedging and short‑selling; pledging company securities requires pre‑clearance from the General Counsel (no indication of any pledging by Ms. O’Neil) .
- Stock ownership guidelines: SVP‑level officers are required to hold shares equal to at least 2x base salary within five years; if below guideline, must retain at least 50% of net shares from awards until compliant (compliance status for Ms. O’Neil not disclosed) .
- Clawbacks: Broad clawback and detrimental‑activity provisions apply to awards under the 2020 Omnibus Incentive Plan .
Employment Terms
Employment agreement, severance, non‑compete/non‑solicit, garden leave, and change‑of‑control terms for Ms. O’Neil are not disclosed in the 2025 proxy .
Investment Implications
- Near‑term selling pressure constrained: Her signed 60‑day lock‑up in November 2025 limits discretionary sales, reducing immediate insider selling overhang and aligning with underwriter-required stabilization post‑offering .
- Alignment mechanisms present: Company policy prohibits hedging; pledging requires pre‑clearance; SVP ownership guideline (2x salary) plus clawbacks support incentive alignment, although her personal ownership levels and compliance status are not disclosed .
- Experience and retention: A 20+ year internal legal track record through multiple strategic cycles (contracts, provider networks, transformation, refinancing) suggests low transition risk in the legal function during ongoing Vision 2030 execution .
- Company pay design context: While Ms. O’Neil’s individual incentives are undisclosed, the broader program’s emphasis on revenue, Adjusted EBITDA, and relative TSR in 2024–2025 indicates tightening pay‑for‑performance linkages amid negative TSR outcomes and below‑plan financials .
Say‑on‑Pay & Shareholder Feedback
| Vote Item | For | Against | Abstain | Broker Non‑Vote |
|---|---|---|---|---|
| 2025 Advisory vote to approve NEO compensation | 10,173,260 | 111,881 | 6,816 | 1,121,602 |
- 2024 say‑on‑pay support: 99% approval, used to calibrate 2025 program changes (including suspending PSUs due to share pool constraints and adding cash‑settled capped RSUs) .
Compensation Peer Group (Benchmarking)
2024 peer group for program benchmarking included ACI Worldwide, Broadridge, Clarivate, Concentrix, CSG Systems, Evolent Health, Fair Isaac, HealthEquity, Maximus, Premier, R1 RCM, Veeva, Veradigm, and WEX .
Notes on Company Program Changes (2025)
In 2025, due to limited equity pool and dilution concerns amid depressed share price, PSUs were suspended; executives received a mix of time‑vested stock‑settled RSUs (4‑year vest) and cash‑settled capped RSUs (2‑year vest), with severance frameworks updated for certain executives; these changes are company‑level context and not specific to Ms. O’Neil .