Robert Marshall
About Robert Marshall
Robert E. Marshall, age 53, is Evolv’s Chief Revenue Officer (CRO) with global responsibility for sales and service operations; appointed in February 2025 amid a broader leadership refresh . He joined from Mobile Communications America (MCA) where he served as CRO and COO, and previously spent 20+ years at Motorola Solutions in senior sales leadership roles; he holds a Bachelor of Environmental Science (School of Engineering) from Auburn University (1995) . Company performance surrounding his tenure: FY2024 revenue was $103.9M (+31% y/y), ARR ended at $99.4M (+39% y/y), adjusted EBITDA improved to $(21.0)M from $(51.8)M; FY2024 net loss was $(54.0)M vs $(108.0)M in FY2023 . Through nine months of 2025, revenue was $107.4M (+44% y/y) and adjusted EBITDA turned positive at $9.3M (net loss $(44.0)M) .
Stock performance (cumulative TSR)
| Date | EVLV TSR (Value of $100) |
|---|---|
| 12/31/2022 | $58.07 |
| 12/31/2023 | $105.83 |
| 12/31/2024 | $88.57 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Mobile Communications America (MCA) | Chief Revenue Officer; Chief Operating Officer | 2021–2024 | Led growth and operations for leading wireless communications solutions provider |
| Motorola Solutions | VP Global Sales, Video Security & Analytics; VP Channel Sales APAC; VP Southeast Region; various leadership roles | ~1999–2021 | Drove global sales expansion and channel strategy across enterprise and public sector; scaled video security business |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | None disclosed in Company filings for Marshall |
Fixed Compensation
| Component | 2025 | Notes |
|---|---|---|
| Base salary | Not disclosed | Marshall is listed as an executive officer but was not a 2024 Named Executive Officer; no base salary disclosed in the 2025 proxy |
| Target annual bonus % | Not disclosed | Company operates an annual cash incentive plan; Marshall-specific target not disclosed |
| Perquisites | Not disclosed | No Marshall-specific perquisites disclosed |
Performance Compensation
2024 Short-Term Annual Cash Incentive (Company-wide program for NEOs; Marshall joined in 2025)
| Metric | Weighting | Threshold | Target | Maximum | 2024 Result | Achievement |
|---|---|---|---|---|---|---|
| Incremental ARR | 15% | $35M | $45M | $55M | $28M | 0% |
| Gross Margin | 20% | 59% | 64% | 69% | 59% | 15% |
| Cash (year-end) | 15% | $70M | $80M | $90M | $52M | 0% |
| Customer NPS | 20% | 25 | 40 | 60 | 65 | 25% |
| Deployments | 20% | 2,500 | 3,000 | 3,500 | 1,606 | 0% |
| Employee NPS | 10% | 25 | 40 | 60 | 24 | 0% |
| Total | 100% | — | — | — | — | 40% payout of target |
2025 Annual Cash Incentive Design (applies to executives)
| Metric | Weighting |
|---|---|
| Revenue | 40% |
| Free Cash Flow | 30% |
| Adjusted EBITDA | 30% |
Long-Term Incentives
| Award Type | Vesting / Performance | Payout / Structure |
|---|---|---|
| RSUs (annual awards for execs) | Time-based; vest 1/3 annually over 3 years | Aligns with retention and shareholder value |
| Stock Options (annual awards for execs) | Time-based; vests quarterly over 4 years (1/16ths) | Value only if stock above strike; retentive and performance-aligned |
| Market Share Units (MSUs) – introduced 2025 | 3-year performance period with annual measurement; VWAP milestones | Threshold $6=50% payout; Target $8=100%; Max $10=200%; earned based on best of 1st/2nd/3rd anniversary measurements; 621k MSUs granted to CEO as reference design |
Equity Ownership & Alignment
| Topic | Company Policy / Status |
|---|---|
| Anti-hedging | Prohibits hedging transactions; applies to directors, officers, employees, and controlled entities |
| Pledging | Prohibits pledging Company securities as loan collateral (including margin loans) |
| Clawback (Dodd-Frank) | Adopted Oct 2, 2023 for restatements; used to reduce 2023 cash incentives by $30,348 aggregate across Covered Officers |
| Executive Officer Compensation Recovery Policy (Jan 2025) | Broader scope; recovers cash/equity incentive comp for miscalculation or “misconduct,” including awareness or willful blindness in supervised areas |
| Director stock ownership guidelines | 5× annual cash retainer; all directors compliant or within grace period as of April 21, 2025 |
Note: Marshall’s individual beneficial ownership, vested/unvested equity breakdown, and any pledging status were not disclosed in the 2025 proxy .
Employment Terms
| Item | Detail |
|---|---|
| Role | Chief Revenue Officer (global sales and service operations) |
| Start date | Appointed February 2025 during governance changes |
| Employment agreement | Not disclosed for Marshall in 2025 proxy |
| Severance/change-in-control | Company Severance Plan provides double-trigger CIC; representative tiers disclosed for CEO and other NEOs (18–12 months salary, COBRA, 150–100% target bonus, full acceleration of time-based equity on qualifying CIC termination) . Marshall’s participation/tier not disclosed . |
| Clawback & equity grant timing | Clawback policies noted above; equity grants avoid MNPI windows; annual grants around March 1; new-hire awards first trading day following start-month |
Performance & Track Record (Company context during Marshall’s CRO tenure)
| Metric | FY2023 | FY2024 |
|---|---|---|
| Net Loss ($USD Millions) | $(108.0) | $(54.0) |
| Adjusted EBITDA ($USD Millions) | $(51.8) | $(21.0) |
| ARR at Year-End ($USD Millions) | $71.3 | $99.4 |
| Metric | 9M 2024 | 9M 2025 |
|---|---|---|
| Total Revenue ($USD Millions) | $74.8 | $107.4 |
| Adjusted EBITDA ($USD Millions) | $(21.3) | $9.3 |
| Net Loss ($USD Millions) | $(38.3) | $(44.0) |
Operational highlights: 250 new customers added in 2024; screened 1.1B visitors; ~500k weapons detected; multi-year subscriptions grew from ~4,500 to ~6,100 .
Compensation Structure Analysis
- Increased use of performance-based equity: MSUs introduced in 2025; CEO package 50% performance-based, signaling stronger stock-price alignment .
- Annual incentive transparency/rigor: 2024 plan disclosed targets and results (40% payout); 2025 plan moved to 100% financial metrics including FCF .
- Governance and recovery: Expanded executive compensation recovery policy (Jan 2025) complements Dodd-Frank clawback; actual recoupment applied to 2023 bonuses .
Risk Indicators & Red Flags
- Hedging/pledging prohibited (good alignment) .
- Restatement and clawback recovery disclosed; governance tightened and personnel changes implemented (leadership refresh) .
- No evidence disclosed of tax gross-ups, option repricing, or related-party transactions involving Marshall; Company states no excise tax gross-ups and no repricing without shareholder approval .
Compensation Peer Group and Say-on-Pay
- Peer group refined for 2025 to emphasize security/sensing/AI; examples include OneSpan, Red Violet, Digimarc, FARO, SoundHound AI; Evolv near-median by market cap, 35th percentile revenue .
- 2024 Say-on-Pay approval ~78%; drove program changes (MSUs, enhanced disclosure, FCF metric) .
Expertise & Qualifications
- Education: B.S., Environmental Science (Engineering), Auburn University (1995) .
- Technical/commercial expertise: Enterprise and public sector sales; channel leadership; video security and analytics; operations leadership .
Equity Award Vesting Mechanics (Company standards)
| Instrument | Vesting |
|---|---|
| RSUs | 1/3 on each of first, second, and third anniversaries of grant |
| Options | Quarterly vesting in 16 equal installments over 4 years |
| MSUs (performance RSUs) | Earned based on 30-day VWAP milestones at 1st/2nd/3rd anniversaries; threshold $6, target $8, max $10; payout up to 200% |
Investment Implications
- Alignment: Stronger performance linkage via MSUs and 2025 all-financial annual incentives; anti-hedging/pledging and expanded clawback reduce agency risk .
- Execution and retention: CRO appointment during leadership reset with accelerating topline (9M25 +44% y/y) and positive adjusted EBITDA; compensation design supports retention and growth incentives, though Marshall’s specific targets and award values are undisclosed, limiting granular pay-for-performance testing .
- Trading signals: Transparency on targets/payouts (40% for 2024) and clear 2025 metrics (Revenue/FCF/Adj. EBITDA) improve predictability; MSU price hurdles ($6/$8/$10) provide observable milestones for performance-based vesting .