Thomas Etergino
About Thomas Etergino
Thomas J. Etergino, CPA, is Chief Financial Officer (CFO) of 1stdibs.com, Inc. (DIBS); he has served in this role since March 2022 and is age 58 as of March 25, 2025, with a B.S. in Business Administration and Accounting from Washington and Lee University and eight years at PricewaterhouseCoopers in his early career . Recent company performance disclosure under his tenure includes Q2 2025 net revenue of $22.1 million (flat YoY), gross margin of 71.8%, and non-GAAP adjusted EBITDA margin of -7.9%, with total operating expenses down 4% YoY; Q3 2025 guidance targeted GMV of $83–$89 million and net revenue of $21.0–$22.1 million . He certified the company’s FY 2024 Form 10-K under Sarbanes-Oxley Section 906 on March 3, 2025, attesting to fair presentation and compliance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Vesta Healthcare Inc. | Chief Financial Officer | Apr 2017–Mar 2022 | Clinical provider group and digital health platform; CFO leadership at tech-enabled healthcare services |
| Refinery29, Inc. | Chief Financial Officer | Mar 2013–Apr 2017 | Digital media and entertainment focused on women and underrepresented voices; CFO leadership at consumer media |
| TheStreet, Inc. (Nasdaq: TST) | EVP & Chief Financial Officer | Sep 2010–Mar 2013 | Public digital financial media company; CFO oversight of public-company reporting and digital business |
| AtriCure, Inc. (Nasdaq: ATRC) | VP Administration & Chief Financial Officer | Not disclosed | Medical device company focused on atrial fibrillation; CFO role in medical devices |
| DoubleClick (acquired by Google) | Chief Accounting Officer & Treasurer | Aug 1998–Sep 2003 | Digital marketing technology; finance leadership at scaled adtech platform |
| PricewaterhouseCoopers | Early career | 8 years | Public accounting; foundational audit/accounting experience |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Not disclosed in proxy | — | — | No public-company board roles disclosed in Executive Officers section |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | $307,692 | $427,669 | $443,500 |
| Target Bonus ($) | $250,000 | $253,000 | $260,000 |
| Actual Bonus Paid ($) | $225,000 | $379,500 | $260,000 |
| Stock Awards (Grant-date Fair Value, $) | $1,550,250 | $678,672 | $1,054,920 |
| Option Awards (Grant-date Fair Value, $) | $655,346 | — | — |
| Total Compensation ($) | $2,738,288 | $1,485,841 | $1,758,420 |
- Offer Letter Terms: Annual base salary $400,000 and annual target bonus $250,000 (not prorated in FY 2022) .
Performance Compensation
Annual Cash Bonus Plan Structure
- Plan design: Annual Executive Bonus Plan, with bonus pool determined by Compensation Committee based on company performance targets; individual payouts apply the same percentage of achievement to each executive’s target bonus; employment on payment date required; bonuses discretionary .
- FY 2023 eligibility: Target $253,000, actual payout $379,500 .
- FY 2024 eligibility: Target $260,000, actual payout $260,000 .
| Year | Metric | Weighting | Target | Actual | Payout | Notes |
|---|---|---|---|---|---|---|
| 2023 | Executive Bonus Plan (Company performance targets) | Not disclosed | $253,000 | — | $379,500 | Committee discretionary framework; same % applied to target |
| 2024 | Executive Bonus Plan (Company performance targets) | Not disclosed | $260,000 | — | $260,000 | Committee discretionary framework; same % applied to target |
Equity Awards (Outstanding and Vesting)
- RSUs outstanding at 12/31/2024: 99,375 (granted 6/2/2022), 70,519 (granted 3/14/2023), and 145,275 (granted 3/15/2024). Market values reflect $3.54 closing price: $351,787.50, $249,637.26, $514,273.50, respectively .
- Options: 112,500 exercisable and 67,500 unexercisable, strike $5.85, expiration 6/3/2032 (grant date 6/2/2022) .
- Vesting Schedules:
- 2022 RSUs: 25% on first anniversary, then 12 equal quarterly installments (16 quarters total) .
- 2023 RSUs: 12 equal quarterly installments starting vesting commencement date .
- 2024 RSUs: 16 equal quarterly installments .
- 2022 Options: 25% after one year, remaining in 36 equal monthly installments .
- Grant-date fair value (annual totals): $1,550,250 (FY 2022), $678,672 (FY 2023), $1,054,920 (FY 2024) .
| Award Type | Grant Date | Units Outstanding (Unvested) | Market/Payout Value at 12/31/2024 ($) | Vesting |
|---|---|---|---|---|
| RSU | 6/2/2022 | 99,375 | $351,787.50 | 25% at 1-year, then 12 quarterly installments |
| RSU | 3/14/2023 | 70,519 | $249,637.26 | 12 equal quarterly installments |
| RSU | 3/15/2024 | 145,275 | $514,273.50 | 16 equal quarterly installments |
| Option | 6/2/2022 | 112,500 exercisable / 67,500 unexercisable | N/A | 25% after 1-year, then 36 monthly; $5.85 strike; 6/3/2032 exp. |
Equity Ownership & Alignment
- Beneficial Ownership: 293,416 shares (<1% ownership; 35,694,131 shares outstanding as of March 11, 2025) .
- Vested vs Unvested:
- Options: 112,500 exercisable; 67,500 unexercisable .
- RSUs (unvested at 12/31/2024): total 315,169 across 2022–2024 grants (99,375 + 70,519 + 145,275) .
- Policies:
- Anti-hedging: Prohibits short sales, margin purchases, hedging/monetization, and derivatives trading without pre-clearance .
- Recoupment: Incentive-based compensation recoupment for accounting restatements per Nasdaq Rule 10D-1 .
- Pledging: No specific pledging disclosure found in the Security Ownership and policy sections reviewed .
| Ownership Item | Value |
|---|---|
| Shares beneficially owned | 293,416 (<1%) |
| Shares outstanding (as-of date) | 35,694,131 (as of Mar 11, 2025) |
| Options (exercisable) | 112,500 |
| Options (unexercisable) | 67,500 |
| Unvested RSUs (total) | 315,169 |
| Anti-hedging policy | In place; pre-clearance required |
| Clawback policy | In place; 3-year lookback on restatement |
Employment Terms
- Offer Letter (Feb 25, 2022): Base salary $400,000; annual target bonus $250,000 (not prorated for 2022); initial stock option and RSU awards; no cash severance in offer letter; eligible under Executive Severance Plan .
- Executive Severance Plan (Feb 2021):
- Standard termination (good reason, without cause, death/disability): 12 months salary continuation, 12 months subsidized COBRA, and reasonable outplacement; release and covenant compliance required .
- Change in Control (within 12 months, double trigger): 12 months of base salary + target bonus, full vesting acceleration of all outstanding equity awards (post-termination exercisability per award agreement), 12 months subsidized COBRA, and reasonable outplacement; best-net cutback vs full payment for potential 280G excise tax .
- Restrictive Covenants: Executed Employee Assignment of IP, Confidentiality and Non-Competition Agreement with customary restrictions on competition, solicitation, and confidentiality .
| Term | Provision |
|---|---|
| Start date in role | March 2022 (CFO) |
| Base salary (offer) | $400,000 |
| Target bonus (offer) | $250,000 |
| Severance (standard) | 12 months salary; 12 months COBRA; outplacement |
| Severance (CIC, double trigger) | 12 months base + target bonus; full equity acceleration; 12 months COBRA; outplacement |
| 280G treatment | Best-net cutback/full payment whichever yields greater after-tax |
| Non-compete / non-solicit | Customary restrictions per executed agreement |
Investment Implications
- Quarterly RSU vesting cadence across 2022–2024 grants creates regular vesting events (12–16 quarterly installments), potentially adding recurring supply of sellable shares depending on trading plans; unvested RSUs total 315,169 as of 12/31/2024 .
- Double-trigger full acceleration upon change-in-control (plus 12 months base+target bonus) is retention-supportive in normal course but could concentrate equity vesting in a transaction scenario; options/RSUs fully accelerate per plan .
- Pay mix skews toward equity (FY 2024 stock awards $1,054,920 vs bonus $260,000), indicating alignment with shareholder outcomes; anti-hedging and clawback policies further support alignment and risk mitigation .
- Beneficial ownership is <1%, but outstanding options and RSUs provide meaningful exposure; absence of pledging disclosure reduces a key alignment red flag; policies restrict hedging/margin activity .
- CFO disclosures emphasize cost discipline and meeting/exceeding guidance metrics; total operating expenses fell 4% YoY in Q2 2025 under his oversight, supporting execution credibility; FY 2024 SOX 906 certification affirms reporting compliance .