William B. Mintz
About William B. Mintz
William B. Mintz (age 46) is Senior Vice President, Corporate Affairs & Strategy at Claritev (CTEV), appointed in August 2024, with prior leadership roles at Oracle Health (SVP & COO, Jun 2022–Jun 2024), Cerner (Chief Strategy Officer of Technology, Sep 2020–Jun 2022), and Leidos (VP, Strategy, Jul 2019–Sep 2020); he also held senior roles at Care3, Aetna, and Blue Cross Blue Shield of Massachusetts . During his initial tenure on the executive team, Claritev delivered 2024 revenue of $930.6 million (-3.2% y/y), Adjusted EBITDA of $576.7 million (company-selected measure), and a sharply negative one-year TSR (value of a fixed $100 investment of $3.82), underscoring execution risk and the need for tight pay-performance alignment amid a multi-year transformation .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Oracle Health | Senior Vice President & Chief Operations Officer | Jun 2022 – Jun 2024 | Senior operations leadership in health IT operations |
| Cerner Corporation | Chief Strategy Officer of Technology | Sep 2020 – Jun 2022 | Technology strategy leadership at a major health IT firm |
| Leidos | Vice President, Strategy | Jul 2019 – Sep 2020 | Corporate strategy leadership in a diversified gov/tech contractor |
| Care3; Aetna; Blue Cross Blue Shield of Massachusetts | Senior leadership roles (various) | Not disclosed | Payer/provider-focused roles informing strategy and corporate affairs |
External Roles
No public company board directorships or committee roles for Mintz were disclosed in the proxy; his biography lists only operating roles (no external directorships identified) .
Fixed Compensation
- Mintz is not a 2024 named executive officer (NEO), so his base salary, target bonus %, and 2024 actual bonus are not itemized in the executive tables .
- Context: Claritev’s 2024 annual cash incentive design (for executives broadly) used two equally weighted metrics—Revenue (target $1,021.1m) and Adjusted EBITDA (target $646.7m)—with threshold levels (92% revenue; 90% EBITDA), linear payouts, and a maximum of 150% per component; continuing NEOs ultimately received 70% of target for 2024 after committee discretion reflecting transformation milestones .
Performance Compensation
| Award | Grant date | Units / value | Vehicle / plan | Vesting and performance terms |
|---|---|---|---|---|
| Inducement RSUs (registered) | Aug 5, 2024 | 1,928,571 underlying shares registered for Mintz inducement award | Inducement RSUs granted outside equity plan; shares registered via Form S-8 (then-MPLN) | Vesting terms not described in S-8 filing |
| Inducement RSUs (counted outstanding) | As of Mar 7, 2025 | 48,214 RSUs included among outstanding awards | Inducement award, outside plan (aggregated with company outstanding awards in proxy) | Vesting schedule for Mintz’s inducement award not specified in proxy |
Notes:
- Claritev suspended PSUs in 2025 due to equity pool constraints, shifting annual LTI to time-based RSUs (4-year vest) and cash-settled, capped RSUs (2-year vest), to mitigate dilution; this affects executive award design going forward (not necessarily retroactive to 2024 inducements) .
Equity Ownership & Alignment
- Initial filing: Mintz’s Form 3 (Aug 7, 2024) reported no beneficial ownership upon joining (consistent with unvested inducement RSUs not yet settled into shares) .
- Outstanding award indicator: the 2025 proxy’s equity pool reconciliation includes 48,214 RSUs granted to Mintz as an inducement (counted among outstanding awards as of Mar 7, 2025) .
- Implied unvested value reference point: at $20.05/share (Mar 14, 2025), 48,214 RSUs would represent ~$966,691 of gross value (48,214 × $20.05), subject to vesting and settlement .
- Ownership guidelines: SVP-level officers must hold stock worth at least 2x base salary within five years; qualifying holdings include time-based RSUs; hedging is prohibited and pledging requires General Counsel pre-clearance .
- Beneficial ownership table: Mintz is not individually listed among directors/NEOs as of Mar 7, 2025; all executive officers and directors as a group owned 1,678,851 shares (9.6%) .
Employment Terms
- An offer letter to Mintz dated July 17, 2024 is referenced in counsel’s opinion supporting the S-8 registration of inducement RSUs; the proxy does not disclose his specific salary, target bonus, vesting schedule, or severance package .
- 2025 severance updates were disclosed for certain executives (CEO, CFO, COO, CDO, CGO) but no Mintz-specific severance letter was included in those disclosures .
Performance Compensation Design Details (Company context)
| Metric | Weight | 2024 target | Threshold | 2024 adjusted result | 2024 payout decision |
|---|---|---|---|---|---|
| Revenue | 50% | $1,021.1m | 92% of target | 92.4% of target (committee-adjusted) | Payouts for continuing NEOs increased to 70% of target via positive discretion reflecting strategic milestones |
| Adjusted EBITDA | 50% | $646.7m | 90% of target | 92.4% of target (committee-adjusted) | Same as above |
PSU design (2024 for certain NEOs): 3-year cliff vest with 50% Revenue and 50% relative TSR metrics; payout from 50% to 150% of target for threshold-to-max performance .
Track Record, Value Creation, and Execution Risk (Company context)
- Financials and TSR during 2024 transformation: Revenue $930.6m (-3.2% y/y), Adjusted EBITDA $576.7m, and sharply negative TSR (value of $100 investment at $3.82), while management executed a comprehensive debt refinancing and rebranding to Claritev .
- Investor signaling: 2024 say-on-pay approval was 99%, indicating broad shareholder support for compensation framework despite near-term financial underperformance .
- Role visibility: Mintz was among presenters on the Q1 2025 earnings call (“Will Mintz, SVP, Corporate Affairs & Strategy”), reflecting an outward-facing investor and strategy remit .
Governance, Clawbacks, Hedging/Pledging, and Related-Party Transactions
- Clawback: Awards are subject to forfeiture/recoupment for restatements, mistakes, or detrimental activity; board/committee policies and applicable law govern recoveries .
- Hedging/Pledging: Hedging is prohibited; pledging/margin activities require pre-clearance from the General Counsel .
- Related-party transactions: No Mintz-specific related-party transactions are disclosed; the proxy describes certain arrangements with significant holders/affiliates, reviewed under the company’s related-party policy .
Compensation Peer Group (Benchmarking context)
Claritev’s 2024 compensation peer group included companies such as ACI Worldwide, Broadridge, Clarivate, Concentrix, CSG Systems, Evolent Health, Fair Isaac, HealthEquity, Maximus, Premier, R1 RCM, Veeva Systems, Veradigm, and WEX, used to inform market-competitive pay positioning (not a formulaic determinant) .
Investment Implications
- Alignment and retention: Mintz’s unvested inducement RSUs (48,214 counted outstanding as of Mar 7, 2025) create increasing alignment as they vest; 2025 plan changes (more cash-settled RSUs; suspended PSUs) aim to reduce dilution and potential selling pressure on vest dates while maintaining retention .
- Transparency gap: Lack of disclosed salary/bonus targets and severance terms for Mintz limits precision in assessing pay-for-performance and change-in-control economics, raising some uncertainty on downside protections and negotiation leverage relative to other SVPs .
- Execution risk: Negative 2024 TSR and revenue decline amid transformation elevate performance risk; success of Vision 2030 and new commercial strategy is critical to equity value realization for management awards, including Mintz’s inducement RSUs .
- Governance safeguards: Strong prohibitions on hedging, restricted pledging, stock ownership guidelines (2x salary for SVPs), and clawback provisions collectively support shareholder alignment and mitigate governance red flags for Mintz’s compensation profile .