Paul Verrastro
About Paul Verrastro
Paul Verrastro, age 62, is CVRx’s Chief Marketing and Strategy Officer (CM&SO). He joined CVRx as Chief Marketing Officer in January 2021 and expanded to CM&SO in June 2022 . He holds a B.S. from Syracuse University and has 34 years of cardiac rhythm market experience across Medtronic, Guidant, St. Jude Medical, and Abbott Cardiovascular, including global strategic marketing leadership and commercialization of implantable cardiac defibrillators, cardiac resynchronization therapies, implantable loop recorders, and leadless pacing . Company performance context: CVRx revenues grew from $22.5M in FY2022 to $51.3M in FY2024, with quarterly revenues reaching $15.3M in Q4 2024 and $14.7M in Q3 2025; EBITDA remains negative but improving in trend on some quarters* .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Medtronic | Sales Representative; later Vice President, Global Strategic Marketing (rejoined May 2011) | Not disclosed | Led global strategic marketing; contributed to bringing ICDs, CRT, loop recorders, leadless pacing to market . |
| Guidant Corporation | Director, ICD Marketing; VP Marketing (Europe); VP Global Marketing, CRM | Not disclosed | Directed European and global marketing for CRM; scaled commercialization of cardiac rhythm therapies . |
| Consulting (self-managed) | Consultant to St. Jude Medical, Abbott Cardiovascular, Medtronic CRDM | Pre-2021 | Supported commercialization and strategy for leading cardiovascular franchises . |
External Roles
None disclosed in CVRx’s 2024 and 2025 proxy statements for Paul Verrastro (he is listed as an executive officer, not a director) .
Fixed Compensation
| Year | Base Salary ($) | Target Bonus (% of Salary) | Actual Bonus Paid ($) | Notes |
|---|---|---|---|---|
| 2024 | — | — | 50,000 | Discretionary bonus approved 4/25/2024 for transition-related efforts . |
| 2023 | 390,000 | 50% | 208,972 | Paid at 107% of target . |
| 2022 | 367,500 | — | 30,000 | Discretionary bonus for expanded strategy role . |
Performance Compensation
2023 annual incentive design for NEOs included corporate metrics (U.S. heart failure implants, worldwide revenue, European revenue, cash expenditures, BATwire enrollment), with Verrastro’s weighting split 50% corporate and 50% U.S. heart failure revenue-specific .
| Metric | Weighting | Target Award Value ($) | Actual Award Paid ($) | Payout (% of Target) | Vesting |
|---|---|---|---|---|---|
| Corporate goals (implants, worldwide revenue, EU revenue, cash, BATwire) | 50% | 195,000 | 208,972 | 107% | Cash (no vest). |
| U.S. heart failure revenue | 50% | 195,000 | 208,972 | 107% | Cash (no vest). |
Notes:
- 2024 standard annual incentive weightings are disclosed for other NEOs (CEO/CFO/CRO) but not for Verrastro; his 2024 bonus was a separate discretionary award via 8-K .
Equity Ownership & Alignment
- Beneficial Ownership (as of April 9, 2024): 150,305 shares; less than 1% of outstanding common stock .
- Anti-hedging/anti-pledging policy: CVRx prohibits short-sales, derivatives, hedging, and pledging of CVRx stock (including margin accounts) for all employees/officers/directors .
- Stock ownership guidelines: Not disclosed for executives in the proxies reviewed.
Outstanding equity awards (as of FY2023 year-end):
| Grant Date | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration |
|---|---|---|---|---|
| 01/05/2021 | 55,467 | 25,339 | 5.141 | 01/04/2031 |
| 02/04/2021 | 21,491 | 8,851 | 7.119 | 02/03/2031 |
| 06/29/2021 | 11,875 | 7,125 | 18.000 | 06/28/2031 |
| 01/18/2022 | 19,741 | 21,459 | 9.080 | 01/17/2032 |
| 08/02/2022 | 6,666 | 13,334 | 9.010 | 08/01/2032 |
| 01/18/2023 | — | 45,000 | 15.220 | 01/17/2033 |
Additional Form 4-reported awards and activity:
- 02/02/2024 option grant: 32,000 shares, $24.42 exercise, 25% vest at 1-year then 1/48th monthly .
- 11/19/2024: exercised 2,500 shares (from 1/5/2021 grant) and sold 1,430 shares at $13.5781 weighted average; 11/21/2024: gifted 1,040 shares .
- 07/31/2023: option exercise 3,750 shares; 08/03/2023 sale of 628 shares at $18.5549 weighted average; 08/02/2023 gift of 2,000 shares .
Insider selling/pressure:
- Transactions indicate occasional exercises and modest open market sales; no pledging/hedging evident due to policy prohibitions .
Employment Terms
- At-will employment with 30-day notice for resignation/constructive discharge or termination without cause .
- Severance (non-CEO NEO terms): if terminated without Cause or due to Constructive Discharge (outside change-in-control protection period): continuation of base salary for 12 months and reimbursement of medical insurance premiums for 12 months .
- Change-in-control (double-trigger) during Protection Period (three months before to 18 months after a change-in-control): lump sum of 12 months’ base salary, 100% of current-year target annual bonus, and medical insurance premium reimbursement for 12 months; unvested time-based equity generally accelerates; performance-based equity per award terms .
- Definitions: “Cause” includes material breach of proprietary/noncompete, willful misconduct/failure to perform, fraud/misappropriation, criminal misconduct, or detrimental substance abuse; “Constructive Discharge” includes material reduction in status/responsibility, relocation beyond specified distance, or material reduction in total compensation not part of general management-wide cuts .
Compensation Structure Analysis
- Mix shift: Equity compensation primarily via stock options; RSUs/PSUs not disclosed for executives in proxies; options vest 25% at first anniversary, then monthly thereafter .
- Discretionary components: Verrastro received $50,000 discretionary cash bonus in 2024 for management transition work, outside formulaic annual incentive .
- Committee process: Compensation Committee used independent advisor Aon and peer group benchmarking post-IPO for 2023 decisions .
- Clawback: Not explicitly disclosed in proxies reviewed; Insider Trading Policy includes anti-hedging/anti-pledging provisions .
Performance & Track Record
Company-level operating context for pay-for-performance:
Annual revenues and EBITDA
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | 22,469,000 | 39,295,000 | 51,292,000 |
| EBITDA ($USD) | -42,115,000* | -42,581,000* | -58,871,000* |
Quarterly revenues and EBITDA trend
| Metric | Q4 2024 | Q1 2025 | Q2 2025 | Q3 2025 |
|---|---|---|---|---|
| Revenues ($USD) | 15,342,000 | 12,348,000 | 13,589,000 | 14,690,000 |
| EBITDA ($USD) | -10,096,000* | -13,253,000* | -14,183,000* | -12,074,000* |
- Values retrieved from S&P Global.
Related Party Transactions and Risk Indicators
- Related party transaction policy exists (Audit Committee review for transactions >$120k) .
- Anti-hedging/anti-pledging and trading windows/preclearance in Insider Trading Policy reduce alignment risks .
- No pledging by Verrastro disclosed; no legal proceedings involving Verrastro disclosed in proxies reviewed .
Employment Contracts, Severance, and Change-of-Control Economics
See “Employment Terms”; key economics are 12 months salary + medical for termination without cause; double-trigger CoC adds 100% target bonus and equity acceleration for time-based awards .
Say-on-Pay & Shareholder Feedback
Committee independence and processes disclosed; use of Aon as independent consultant and peer benchmarking in 2023 . Say-on-pay vote outcomes specific to executives not detailed in reviewed sections; no executive-specific shareholder feedback disclosed for Verrastro .
Investment Implications
- Alignment: Heavy use of stock options aligns upside with long-term value creation; anti-hedging/anti-pledging policy reinforces alignment .
- Retention risk: Standard severance and change-in-control protections apply; equity vests over four years, creating retention hooks; discretionary 2024 bonus reflects strategic transition contributions .
- Incentive levers: 2023 incentives tied to U.S. heart failure revenue and corporate commercialization metrics (implants, worldwide revenue, cash discipline), suggesting clear linkage to growth and execution .
- Trading signals: Insider activity shows small periodic sales following option exercises; no large-scale selling pressure evident; gifts suggest estate/charitable planning rather than misalignment .