Sharyn Leaver
About Sharyn Leaver
Sharyn Leaver is Chief Research Officer at Forrester (FORR), age 50, serving in this role since January 2022; she joined Forrester in 2001 and previously led research organizations within the firm . Company performance drivers tied to executive pay emphasize CV bookings growth and modified operating income, with 2024 results showing revenues down 10.0% to $432.5 million; the company nevertheless met final revenue, adjusted operating margin, and adjusted EPS guidance, while executive cash incentives were suspended and replaced with discretionary bonuses . Pay-versus-performance disclosure highlights that 2024 company TSR translated to $38 from a fixed $100 investment, net income was -$5.7 million, and year-over-year CV bookings growth was -5.3%, underscoring the firm’s use of equity incentives and CV-linked metrics in compensation .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Forrester Research, Inc. | Chief Research Officer | Jan 2022–present | Not disclosed |
| Forrester Research, Inc. | Senior Vice President, Research | Nov 2018–Jan 2022 | Not disclosed |
| Forrester Research, Inc. | Vice President and Group Research Director | Oct 2013–Nov 2018 | Not disclosed |
| Forrester Research, Inc. | Joined Forrester | 2001–present | Not disclosed |
External Roles
No external public-company directorships or committee roles are disclosed in Forrester’s filings for Leaver .
Fixed Compensation
Multi-year compensation structure for Sharyn Leaver (named executive officer) as reported:
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | 374,556 | 375,600 | 375,600 |
| Target Bonus ($) | Not disclosed | 225,000 | Not applicable (plan suspended) |
| Actual Bonus Paid ($) | — | 90,000 | 60,750 |
| Non-Equity Incentive Plan ($) | 123,750 | — | — (plan suspended; amounts were discretionary) |
| Stock Awards ($) | 324,981 | 485,449 | 349,986 |
| Option Awards ($) | — | 323,191 | — |
| All Other Compensation ($) | 10,400 | 8,742 | 14,032 |
| Total ($) | 833,687 | 1,282,982 | 800,368 |
2024 bonuses were discretionary due to suspension of the Executive Cash Incentive Plan .
Performance Compensation
Long-term equity awards and vesting (grants and schedules)
| Grant Date | Award Type | Shares/Options Granted (#) | Fair Value ($) | Vesting Terms |
|---|---|---|---|---|
| 04/01/2024 | Time-based RSUs | 16,802 | 349,986 | 25% annually on 4/1/2025, 4/1/2026, 4/1/2027, 4/1/2028 |
| 03/01/2023 | Stock Options | 22,699 | 323,191 | 25% annually on 3/1/2024, 3/1/2025, 3/1/2026, 3/1/2027; strike $33.04 |
| 03/01/2023 | Time-based RSUs | 9,836 | 324,981 | 25% annually on 3/1/2024, 3/1/2025, 3/1/2026, 3/1/2027 |
| 03/01/2023 | Performance RSUs (PSUs) | Threshold 730; Target 3,246; Max 4,869 | 107,248 | Vests on or after 3/1/2026 based on CV growth and Adjusted EBITDA margin |
| 04/03/2023 | Performance RSUs (PSUs) | Threshold 376; Target 1,672; Max 2,508 | 53,220 | Same PSU metrics; measurement year 2025 |
The Compensation Committee did not issue PSUs in 2024 given 2023 performance and projected 2024 results; 2024 RSUs vest over four years .
PSU performance metrics and payout scales (Measurement Year: FY2025)
| Metric | Weighting | Threshold | Target | Maximum | Payout Scale |
|---|---|---|---|---|---|
| CV Growth PSUs | 75% of PSU grant | 90% of CV Growth Target → 30% payout | 100% of CV Growth Target → 100% payout | 105% of CV Growth Target → 150% payout | Linear interpolation between levels |
| Adjusted EBITDA Margin PSUs | 25% of PSU grant | 1% point below margin target → 30% payout | Margin target → 100% payout | 1% point above margin target → 150% payout | Linear interpolation between levels |
PSUs can vest between 22.5% and 150% of grant depending on performance; vesting on 3/1/2026 if thresholds met .
2024 realized vesting
| Metric | 2024 |
|---|---|
| RSUs vested (#) | 5,593 |
| Value realized on vesting ($) | 112,015 |
| Options exercised (#) | — |
| Value realized on option exercise ($) | — |
Equity Ownership & Alignment
Beneficial ownership snapshot
| As-of Date | Shares Beneficially Owned (#) | Shares Subject to Exercisable Options/Vesting RSUs within 60 days (#) | % of Outstanding |
|---|---|---|---|
| 03/18/2024 | 11,258 | 5,675 | <1% |
| 03/17/2025 | 15,024 | 15,550 | <1% |
Stock ownership guidelines and policies
- Executives must hold at least 1× total annual on-target earnings in Forrester stock; five-year compliance window; targets set using the 200-day moving average as of 4/1/2024; restrictions on sales apply until guidelines are met; unexercised options and unvested RSUs do not count; all executives are in compliance since adoption .
- Insider Trading Policy filed with 2024 10-K; company currently has no hedging policy; no pledging policy disclosure noted .
- Outstanding awards at 12/31/2024 indicate options strike $33.04 vs. $15.67 stock price, leaving options out-of-the-money at year-end .
Outstanding equity awards and schedules (as of 12/31/2024)
| Award Type | Count (#) | Vesting Dates | Notes |
|---|---|---|---|
| Time-based RSUs | 826 | Vests 8/1/2025 | — |
| Time-based RSUs | 3,228 | 50% on 3/1/2025; 50% on 3/1/2026 | — |
| Time-based RSUs | 7,377 | 1/3 each on 3/1/2025, 3/1/2026, 3/1/2027 | — |
| Time-based RSUs | 16,802 | 25% each on 4/1/2025, 4/1/2026, 4/1/2027, 4/1/2028 | 2024 grant |
| Performance RSUs | 4,918 (at target) | Can vest 3/1/2026 (22.5%–150% based on performance) | CV and Adjusted EBITDA metrics |
| Stock Options | 5,675 exercisable; 17,024 unexercisable | Footnote indicates tranches begin 3/1/2025–3/1/2027 | Strike $33.04; expires 2/28/2033 |
Employment Terms
Executive Severance Plan highlights
- Without cause (no change-in-control): 12 months of base salary continuation, lump-sum bonus based on lesser of target vs two-year average, 12 months of company medical/dental contributions, and 6 months of outplacement (extendable) .
- With change-in-control and qualifying termination (double trigger within 18 months): lump-sum base salary (1× for executives), lump-sum incentive adjustments, higher of target vs two-year average bonus, 12 months of medical/dental contributions, 12 months of outplacement, acceleration/cash-out of unvested equity at target for performance awards; reimbursement of legal fees if prevailing .
- No 280G tax gross-up; cutback to avoid excise tax where applicable; award agreements provide for single-trigger full acceleration upon change in control unless awards are assumed/substituted/cashed-out .
Estimated payments for Leaver (as of 12/31/2024)
| Scenario | Salary Continuation / Lump Sum ($) | Incentive Compensation ($) | Medical & Dental ($) | Outplacement ($) | Accelerated Unvested Equity ($) | Total ($) |
|---|---|---|---|---|---|---|
| Change in control (no termination) | — | — | — | — | 519,476 | 519,476 |
| Termination without cause (no change-in-control) | 375,000 | 106,875 | 25,402 | 10,000 | — | 517,277 |
| Termination upon change-in-control (double trigger) | 375,000 | 389,250 | 25,402 | 20,000 | 519,476 | 1,329,128 |
Compensation Structure Notes and Governance
- Pay mix: base salary, short-term cash incentive, and long-term equity (RSUs and, periodically, options); severance/change-of-control benefits and broad-based benefits .
- 2024 executive cash incentive plan suspended; discretionary bonuses approved instead .
- Committee members: Robert M. Galford (Chair), Robert Bennett, David Boyce, Yvonne Wassenaar; Committee validated CD&A and emphasized flexibility to link a significant portion of compensation to performance .
- Non-binding say-on-pay proposal recommended FOR by the Board .
- Clawback policy aligned to SEC/NASDAQ rules; mandatory recovery of erroneously awarded incentive comp for three fiscal years preceding a restatement date; effective for compensation received on/after 10/2/2023 .
Investment Implications
- Alignment and retention: Stock ownership guidelines (1× on-target earnings) and compliance enhance alignment; large scheduled RSU vestings in 2025–2026, plus options tranches, suggest periodic supply from net-share settlements, though options were out-of-the-money at $15.67 vs. $33.04 strike at 12/31/2024, reducing near-term exercise pressure .
- Pay-for-performance design: Incentives emphasize CV bookings and adjusted profitability via PSUs; no 2024 PSU issuance underscores a conservative stance given 2023/2024 trajectories; 2024 discretionary bonuses reflect discipline amid revenue decline (-10%) and TSR pressure .
- Change-of-control economics: Double-trigger severance totals of ~$1.33 million and single-trigger equity acceleration at ~$0.52 million indicate moderate personal economics in M&A scenarios, potentially neutral to management continuity incentives .
- Governance signals: Absence of an anti-hedging policy is a relative red flag versus best practice; no pledging policy disclosure; robust clawback implementation mitigates restatement risk concerns .