Sergey Yezhkov
EPAM SystemsAbout Sergey Yezhkov
Sergey Yezhkov is Senior Vice President, Co-Head of Global Business at EPAM, focused on a North American book of business and overseeing strategy and operations for the Life Sciences & Healthcare portfolio. He joined EPAM in 2006 via the acquisition of Vested Development Inc. (VDI), previously serving as VDI’s Managing Director and CTO; he holds an MS in Computational Mathematics from Lomonosov Moscow State University and is 51 years old as of April 9, 2025 . Company performance context for incentive alignment: 2024 revenues were $4.728B (+0.8% YoY), GAAP diluted EPS was $7.84 (+11.0%), GAAP operating margin 11.5% and non-GAAP operating margin 16.5%; non-GAAP diluted EPS was $10.86 (+2.5%) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| EPAM Systems | SVP, Co-Head of Global Business (North America; leads Life Sciences & Healthcare) | 2006–present | Drives go-to-market and portfolio strategy in regulated verticals; deep commercial software and agile delivery experience |
| EPAM Systems | Co-Head of Global Delivery (prior role) | Not disclosed | Oversaw global delivery operations, engineering skills development, and delivery excellence across EPAM’s footprint |
| Vested Development Inc. (VDI) | Managing Director and CTO | To 2006 (acquired by EPAM) | Led product development; brought ISV domain expertise and agile approaches into EPAM post-acquisition |
External Roles
No external directorships or outside positions were mentioned in the latest proxy biography for Yezhkov .
Fixed Compensation
Not disclosed for Yezhkov. EPAM does not generally maintain employment agreements for executives (except where required by law) and emphasizes at-risk pay; base salaries for Named Executive Officers (NEOs) were unchanged in 2024 versus 2023, with cash incentives funded by corporate performance and long-term incentives delivered via equity awards .
Performance Compensation
EPAM’s executive incentive architecture (applies to NEOs and select executives) combines annual cash incentives and a three-year PSU program launched in 2024. Yezhkov’s individual grant amounts and payouts were not disclosed; the company-level 2024 metric outcomes under the program are below.
| Metric | Weighting | FY2024 Target | FY2024 Actual | Payout % (FY2024 tranche) | Vesting |
|---|---|---|---|---|---|
| Adjusted Revenue Growth | 37.5% | 3.4%–6.6% = 100% | 0.8% YoY | 0% (certified Feb 2025) | Earned PSUs vest after the 3-year period; certification and vesting in Q1 2027 |
| Adjusted EPS | 37.5% | $10.12 = 100% | Non-GAAP diluted EPS $10.86 (Adjusted EPS basis per plan) | 144% (certified Feb 2025) | Earned PSUs vest after the 3-year period; certification and vesting in Q1 2027 |
| Relative TSR vs S&P 500 IT | 25% | 55th percentile = 100% | Measured over 2024–2026; not yet determined | n/a until end of period | Vest in Q1 2027 upon final certification |
Additional program terms:
- Annual cash incentives funded equally by revenue growth and adjusted income from operations; 2024 corporate funding was 72% based on results .
- PSUs earn 50–200% of target per metric achievement and require continued employment; retirement (age + service ≥70, age ≥60, ≥5 years) allows continued measurement and vesting at Q1 2027; double-trigger change-in-control accelerates Earned PSUs on involuntary termination or for Good Reason within one year .
Equity Ownership & Alignment
| Item | Value | Notes |
|---|---|---|
| Shares outstanding (Mar 14, 2025) | 57,068,646 | Common stock issued and outstanding |
| Sergey Yezhkov – Shares beneficially owned | 55,486 | As calculated under SEC rules |
| % of outstanding | * | Denotes less than 1% |
| Options currently exercisable (within 60 days of Mar 14, 2025) | 41,537 | Portion of beneficial ownership; currently exercisable |
| Hedging/derivatives | Prohibited | Employees and directors may not hedge or trade derivatives on EPAM stock |
| Pledging/margin | Prohibited; none pledged | Pledging EPAM stock is prohibited; none pledged by employees or directors |
| Stock ownership guideline (executives) | 2x annual salary; 50% net share hold-until-met | Applies to executive officers; mandatory holding until guideline met |
Employment Terms
| Provision | Term/Details |
|---|---|
| Employment agreements | EPAM generally does not provide employment agreements or fixed severance for executives (except statutory/locational requirements) |
| Severance & golden parachutes | No “golden parachutes,” no automatic change-in-control severance payments; equity uses double-trigger change-in-control vesting |
| Change-in-control equity | Earned PSUs continue to scheduled vest; unearned target portions deemed earned at ≥target or actual through transaction; immediate vesting and settlement upon termination without Cause or for Good Reason within one year of CoC |
| Retirement vesting | PSUs remain eligible based on actual performance and vest on scheduled date if retirement criteria met (age ≥60; ≥5 years; age+service ≥70; after ≥1 year from grant) |
| Death/disability | Acceleration to 50% or 100% of Earned/Target PSUs depending on service years; settlement within prescribed period |
| Clawback | Incentive compensation subject to recoupment per SEC/NYSE; EPAM Compensation Recoupment Policy applies |
Compensation Peer Group (Benchmarking)
EPAM’s 2024 compensation peer group emphasized similarly sized, global technology and IT services firms (e.g., ASGN, Cognizant, Genpact, CGI, Akamai, PTC, SS&C, Verisk, Workday, Autodesk, Cadence); the peer set was refreshed to better match EPAM’s revenue/market cap profile .
Governance and Shareholder Feedback
- Say-on-pay support was 93.7% in 2024; the Compensation Committee launched the Key Executive Performance Stock Program to strengthen pay-for-performance .
- Stock ownership guidelines apply to executives and directors, with hold-until-met requirements (50% for executives; 100% for directors) .
- Prohibitions on hedging and pledging tighten alignment and limit adverse selling dynamics .
Investment Implications
- Alignment: Yezhkov’s equity exposure is primarily through EPAM options and common stock; combined with the 3-year PSU program design, this ties realizable pay to sustained revenue, EPS and TSR outcomes, strengthening pay-for-performance alignment .
- Selling pressure: Near-term selling pressure risk appears limited due to beneficial ownership of <1% of outstanding shares and prohibitions on hedging/pledging; however, 41,537 options are currently exercisable, representing potential incremental supply against a 57.1M-share base .
- Retention risk: The PSU framework’s multi-year measurement, retirement rules, and double-trigger CoC protection promote retention while avoiding guaranteed severance; absence of golden parachutes and fixed severance reduces shareholder-unfriendly outcomes if leadership changes occur .
- Performance sensitivity: With 2024 revenue growth below threshold and EPS above target, future PSU outcomes for executives will depend on sustaining revenue reacceleration and EPS improvement through FY2026; relative TSR remains a material determinant at 25% weighting .