Jeffrey Fiarman
About Jeffrey Fiarman
Jeffrey A. Fiarman is Senior Vice President, Chief Legal Officer and Secretary of Frontdoor, Inc., age 56, serving in the CLO role since January 1, 2024 after joining Frontdoor in August 2018 as General Counsel and Secretary . He holds a B.S. in Economics from Wharton and a J.D. from Columbia Law School, and previously led global legal, compliance and business development at IDEXX Laboratories and WW International . During his tenure, company performance has strengthened: revenue rose 7% in 2023 to $1.78B and 4% in 2024 to $1.84B; Adjusted EBITDA rose 62% in 2023 to $346M and 28% in 2024 to $443M; net income increased to $171M (2023) and $235M (2024) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Frontdoor, Inc. | SVP, General Counsel & Secretary; later SVP, Chief Legal Officer & Secretary | Aug 2018–present | Built legal/compliance infrastructure for a public spin, overseen governance and risk; advanced legal oversight amid growth, brand relaunch and acquisition strategy . |
| Wedgewood Pharmacy | General Counsel | 2017–2018 | Led legal for leading veterinary compounding pharmacy . |
| Advisory/startups | Advisor; co‑founder (wearable tech) | 2014–2017 | Early-stage advisory and founding experience in consumer tech . |
| IDEXX Laboratories | EVP, General Counsel & Secretary | 2013–2014 | Oversaw global legal, compliance, business development, regulatory and QA functions . |
| WW International (Weight Watchers) | Various roles; EVP, General Counsel & Secretary; GC for internet business | 2000–2013 | Led legal/IP/risk; founding leadership for WW’s global cloud-based internet business . |
| Gibson, Dunn & Crutcher | Attorney | Early career | Corporate and tax law foundation . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| — | — | — | No current public company directorships disclosed . |
Fixed Compensation
| Metric (USD) | FY 2023 | FY 2024 | FY 2025 (set) |
|---|---|---|---|
| Base Salary | $540,000 | $560,000 (increased from $540,000 effective Apr 1, 2024) | $575,000 (increase of $15,000 effective Apr 2025) |
| Target AIP Bonus % of Salary | 60% | 65% (increased from 60%) | 70% |
| Actual AIP Bonus Paid | $502,793 | $487,013 | — |
Performance Compensation
| Metric | Weighting | Threshold | Target | Maximum | FY 2024 Actual | Payout Factor | Notes/Vesting |
|---|---|---|---|---|---|---|---|
| Revenue | 35% | $1.780B | $1.843B | $1.907B | $1.843B | 100.0% | Company-level AIP goal; linear interpolation; actual at target . |
| Adjusted EBITDA | 35% | $330M | $359M | $415M | $443M | 200.0% | Company-level AIP goal; certification references 10‑K methodology . |
| Strategic Objectives (AHS relaunch, monetization, data/system architecture plan) | 30% | — | 100% | — | 100% of target | 100.0% → 30.0% weighted | Qualitative milestones; committee determined at target . |
| Total Company AIP Outcome | — | — | — | — | — | 135.0% overall | Applies to individual payouts by target % and eligible earnings . |
Long-Term Incentive Awards (Grant Date March 25, 2024):
| Award Type | Target $ | Shares Granted | Vesting & Performance |
|---|---|---|---|
| PSUs (50%) | $750,000 | 23,474 | 3-year period (2024–2026); 50% cumulative revenue, 50% cumulative Adjusted EBITDA; earnout 0–200%; cliff vest March 25, 2027; death/disability target vesting; pro‑rata/actual for certain terminations; change‑in‑control target treatment subject to timing . |
| RSUs (50%) | $750,000 | 23,474 | Time-vest over three equal annual installments on grant anniversaries; similar post‑termination treatment as prior RSUs . |
Prior PSU/PSO Determinations (certified):
- 2022 PSUs: Aggregate 2024 revenue resulted in 57.4% earnout; Fiarman received 10,755 shares on Mar 28, 2025 .
- 2023 PSOs (exercise price $26.42): VWAP hurdles achieved at $32.23 and $35.14 on Apr 25, 2024; $38.31 on Aug 9, 2024; Fiarman PSOs vesting total 72,124 .
- 2022 PSOs (exercise price $24.72): VWAP goals achieved at $40 on Aug 9, 2024 and $45 on Sept 23, 2024; Fiarman PSOs vesting total 23,488 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 112,948 shares as of Mar 1, 2024; includes options exercisable/RSUs settling within 60 days . |
| Ownership as % of outstanding | ~0.14% (112,948 / 78,382,655 outstanding as of Mar 1, 2024) . |
| Vested vs unvested (illustrative) | As of FY 2023 year-end: Unvested PSOs 33,449 (Tranche 3 2023 award), additional unvested PSOs from 2022 grant; RSUs outstanding 28,388; PSUs outstanding across 2021/2022 awards subject to performance; detailed grant-by-grant counts in Outstanding Equity Awards table . |
| Stock ownership guidelines | NEOs required to hold 3x base salary; 100% retention until guidelines met; includes tax-effected values of RSUs/options spread and PSOs spread if metrics met; no time limit to achieve . |
| Hedging/pledging/margin | Prohibited for directors, officers, employees . |
| Insider trading plans/sales | Form 4 filed Aug 7, 2025 reports option-related acquisitions and an open-market sale of 129,673 shares at $56.1456 weighted average (price range $55.94–$57.04); post-transaction beneficial ownership 34,646 shares; filing references the 20-day VWAP performance tranches; 10b5‑1 checkbox appears in the form but the page does not explicitly confirm it was checked . |
Employment Terms
| Provision | Key Terms |
|---|---|
| Employment instrument | Offer letter dated July 5, 2018; role commenced Aug 27, 2018 . |
| Severance (non‑CIC) | 1x salary plus 1x target bonus (paid in installments over 12 months); prior-year bonus if unpaid; pro‑rated current-year bonus based on actual performance if terminated on/after June 30; 12 months COBRA reimbursement; outplacement per policy . |
| Severance (CIC, double trigger) | 2x salary plus 2x target bonus (lump sum within 30 days); prior-year bonus; pro‑rated current-year bonus based on actual performance if terminated on/after June 30; 18 months COBRA; outplacement; conditioned on separation agreement and restrictive covenants . |
| Equity treatment (CIC/termination) | PSUs from 2021/2022 vest at target upon CIC if no alternative award; if CIC occurs within 12 months of performance period end, greater of target or projected/actual; PSOs generally do not accelerate if an alternative award is provided; post-termination vesting rules for death/disability and good reason/no cause outlined, including continued eligibility for PSOs where service condition is met . |
| Clawbacks | Mandatory clawback per Nasdaq Rule 10D‑1 for restatements; broad-based discretionary clawback for willful and serious misconduct injurious to the company . |
| Non‑compete / Non‑solicit / Confidentiality | One-year post-termination non‑compete/non‑solicit; confidentiality of information indefinite; non‑disparagement also described in awards; equity grants conditioned on restrictive covenants . |
Compensation Peer Group & Say‑on‑Pay
- Peer group for 2024: ADT, Alarm.com, Angi, Anywhere Real Estate, Black Knight, CarGurus, Cars.com, FirstService, H&R Block, OPENLANE, Redfin, RB Global, WW International, Yelp, Zillow Group .
- Updated peer group for 2025 pivoted to business-model similarity: includes ADT, Alarm.com, Angi, Brightview, CarGurus, Chemed, First American Financial, FirstService, H&R Block, OPENLANE, Redfin, RB Global, Rollins, Tripadvisor, Unifirst, Yelp, Zillow Group .
- Say‑on‑pay approval: Over 95% support at 2024 Annual Meeting for 2023 NEO compensation; company continues annual say‑on‑pay .
Related Policies and Red Flags
- No hedging/pledging or short sales; no option repricing/backdating; limited perquisites; no tax gross‑ups except certain executive relocation (disclosed as policy; Fiarman did not have gross‑ups disclosed) .
- Governance guardrails include independent compensation consultant (Meridian), annual risk assessment of pay programs (no material adverse risk in 2024/2023) .
Equity Award Vesting Timeline (Fiarman highlights)
- 2023 PSOs ($26.42 strike): Service condition met Mar 27, 2024; VWAP hurdles achieved Apr 25, 2024 ($32.23, $35.14) and Aug 9, 2024 ($38.31) → 72,124 PSOs vested .
- 2022 PSOs ($24.72 strike): VWAP hurdles achieved $35 Aug 18, 2023, $40 Aug 9, 2024, $45 Sept 23, 2024 → 23,488 PSOs vested .
- 2022 PSUs: Certified at 57.4% on Feb 19, 2025; Fiarman received 10,755 shares on Mar 28, 2025 .
- 2019 PSUs: Forfeited in April 2024 after below-threshold performance certification .
Investment Implications
- Pay-for-performance alignment: Fiarman’s variable pay is heavily tied to company-wide revenue and Adjusted EBITDA via annual AIP and 3-year PSUs; strong 2024 EBITDA outperformance drove a 200% factor on that component and 135% overall AIP payout .
- Near-term selling pressure: Significant PSO vesting across 2022–2023 awards in 2024 created exercisable supply; Fiarman later reported a large sale in Aug 2025 following option conversions, which could indicate monetization post‑vesting rather than misalignment; no pledging/hedging allowed .
- Retention/CIC economics: Double-trigger CIC protection (2x salary+bonus) and continued vesting provisions for PSUs/PSOs under certain conditions reduce exit risk and align with market norms; clawbacks and ownership guidelines reinforce alignment .
- Execution track record: Governance and legal oversight under Fiarman coincided with improved profitability, customer retention, brand relaunch and a strategic acquisition (2‑10 HBW); these company outcomes underpin PSU metrics he faces through 2026 .