Taha Kass-Hout
About Taha Kass-Hout
Dr. Taha Kass‑Hout, MD, MS, is GE HealthCare’s Global Chief Science & Technology Officer (CSTO) since January 2023, leading the Science & Technology organization with a focus on AI-enabled imaging, diagnostics, and operational efficiency; he is 53 years old . In 2024, GE HealthCare delivered $19.7B of revenue (+1% YoY), $3.2B Adjusted EBIT, $4.49 Adjusted EPS, and $1.6B free cash flow, with pay-versus-performance disclosure showing a company TSR value of 129.59 (since 1/4/23 through 12/31/24) and 1% organic revenue growth in 2024, framing the performance context for CSTO incentives . Under his leadership in AI, GE HealthCare topped the FDA’s list of AI-enabled device authorizations for the fourth straight year, reaching 100 authorizations by July 2025, supporting the company’s Precision Care strategy and demand/ordering momentum .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Amazon | Vice President of Machine Learning; Distinguished Engineer; Chief Medical Officer | 2017–2023 | Led cloud health AI strategy/products (e.g., Comprehend Medical, HealthLake, Amazon Pharmacy); built Amazon’s COVID-19 diagnostics lab and secured FDA authorization; scaled AI solutions across healthcare use cases . |
| U.S. Food & Drug Administration | First Chief Health Informatics Officer | 2013–2016 | Championed data transparency and precision medicine initiatives (openFDA, precisionFDA) . |
External Roles
| Organization | Role | Years | Scope/Impact |
|---|---|---|---|
| AdvaMed (Digital Health Tech Division) | Chair, Division Board of Directors | Current | Industry leadership in digital health/AI policy and standards; supports ecosystem development for AI in medtech . |
Fixed Compensation
| Item | 2023 | 2024 | Notes |
|---|---|---|---|
| Base Salary ($) | 876,421 | 897,124 | Salary set at $900,000; 2023 was partial-year; 2024 unchanged in program terms . |
| Target Bonus (% of salary) | 100% | 100% | Set by Compensation Committee for NEOs . |
| Actual Annual Bonus ($) | 1,174,777 | 920,700 | 2024 bonus reflects 93% corporate payout and 110% individual multiplier (900,000 × 0.93 × 1.10) . |
| Perquisites | — | Executive physical up to $7,500; financial planning up to $15,000/yr (max $45,000/3yrs) | Standard NEO perqs; CEO has additional travel allowance (not applicable to CSTO) . |
| Deferred Compensation (GEHC Restoration Plan) | — | $79,766 credit; $122,759 year-end balance | 7% credits on eligible pay (above IRS cap); Taha’s 2024 credit and 12/31/24 balance shown . |
Performance Compensation
Annual Bonus Plan – 2024 metrics and outcomes (Corporate)
| Metric | Weight | Threshold (50%) | Target (100%) | Max (200%) | Actual | Metric Payout | Strategic Initiative Modifiers | Blended Bonus Payout |
|---|---|---|---|---|---|---|---|---|
| Organic Revenue ($M) | 50% | 18,786 | 20,200 | 21,614 | 19,624 | 80% | +5% NPI Vitality, +5% Safety | 93% . |
| Adjusted EBIT ($M) | 30% | 2,763 | 3,250 | 3,738 | 3,216 | 97% | — | 93% . |
| Free Cash Flow ($M) | 20% | 1,350 | 1,800 | 2,160 | 1,554 | 73% | — | 93% . |
- Individual multiplier for Kass‑Hout: 110%; 2024 bonus payout $920,700 on target $900,000 .
2024 Long-Term Incentive (LTI) Grants (awarded 3/1/2024)
| Vehicle | Shares/Options | Exercise Price | Vesting | Performance Metrics |
|---|---|---|---|---|
| Stock Options | 28,374 | $92.72 | 33% at 18/30/42 months (2025/2026/2027) | Price-appreciation only . |
| RSUs | 9,976 | — | 33% at 18/30/42 months (2025/2026/2027) | Service-based . |
| PSUs (Target) | 9,976 | — | Cliff vest at end of 3-year period (2027) | 50% 2026 Organic Revenue; 50% 2024–2026 Cumulative Adjusted EPS; TSR modifier ±20% vs peer group; 0–200% payout . |
- PSU design change vs. 2023: switched from Cumulative Adjusted EBIT to Cumulative Adjusted EPS for the 2nd financial metric, keeping Organic Revenue; TSR modifier retained .
Outstanding Equity Awards and Vesting Schedules (as of 12/31/2024)
| Grant | Type | Status | Amount | Key Terms |
|---|---|---|---|---|
| 2/1/2023 | Stock Options | Unexercisable | 58,005 | $70.01 strike; 50% vests in 2025; 50% in 2026; expires 2/1/2033 . |
| 3/1/2023 | Stock Options | Exercisable/Unexercisable | 11,309 / 22,962 | $75.30 strike; 33% vested in 2024; 33% vests in 2025; 34% in 2026; expires 3/1/2033 . |
| 3/1/2024 | Stock Options | Unexercisable | 28,374 | $92.72 strike; 33% vests in 2025; 33% in 2026; 34% in 2027; expires 3/1/2034 . |
| 2/1/2023 | RSUs | Unvested | 6,606 | 50% vests in 2025; 50% in 2026 . |
| 2/2/2023 | RSUs (New‑hire) | Unvested | 24,770 | 50% vested in 2024; 50% vests in 2025 . |
| 3/1/2023 | RSUs | Unvested | 8,231 | 33% vested in 2024; 33% vests in 2025; 34% in 2026 . |
| 3/1/2023 | PSUs (2023 cycle) | Unearned | 24,568 | 100% in 2026 subject to performance (2025 Organic Revenue; 2023–2025 Cumulative Adjusted EBIT; TSR mod) . |
| 3/1/2024 | RSUs | Unvested | 9,976 | 33% vests in 2025; 33% in 2026; 34% in 2027 . |
| 3/1/2024 | PSUs (2024 cycle) | Unearned | 19,952 (proxy outstanding table) | 100% in 2027 subject to performance; PSU target for 2024 grant was 9,976; table shows unearned shares outstanding (plan presentation) . |
| 2024 vesting/realizations | RSUs vested; Options exercised | — | 28,822 RSUs vested; $0 options exercised | Value realized on RSU vesting $2,185,351; no option exercises in 2024 . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 35,195 common shares (outstanding) + 40,311 RSUs/DSUs/options convertible within 60 days; total 75,506; <1% of outstanding; no pledged shares . |
| Stock Ownership Guidelines (Executives) | CSTO subject to 3x base salary requirement; must retain 75% of net shares until in compliance; unvested RSUs count; PSUs do not until earned . |
| Hedging/Pledging | Company prohibits hedging and pledging; short sales and derivatives also prohibited . |
| Option In‑the‑Money/Exercisability | Multiple tranches detailed above; first option tranches began vesting in 2024; expirations in 2033/2034 . |
Employment Terms
| Topic | Provision |
|---|---|
| Role start date | Joined GE HealthCare January 3, 2023 (CSTO) . |
| Severance (no CIC) | Lump sum = 1× (base salary + target bonus) for Leadership Team in qualifying termination (position elimination, without cause, or good reason); benefits continuation and outplacement for 12 months . |
| Change-in-Control (double trigger) | If qualifying termination within 24 months post‑CIC: 2× (base salary + target bonus) for Leadership Team; benefits continuation and outplacement for 24 months; CEO has higher multiples . |
| Potential payouts (illustration at 12/31/24) | Kass‑Hout: Severance $1,800,000; CIC $3,600,000; Annual Bonus (pro‑rata eligibility) $900,000; equity generally not accelerated on severance/CIC under plan design (double‑trigger, unless awards not assumed) . |
| Equity treatment on CIC | If awards not assumed/substituted, they become exercisable/vested immediately pre‑CIC; PSUs paid at target or actual (Committee discretion); otherwise, double‑trigger applies . |
| Clawback | Mandatory recoupment for material restatements; additional discretionary recovery for misconduct detrimental to the Company; effective Oct 2, 2023 . |
| Insider trading policy | Filed as Exhibit 19.1 to 2024 Form 10‑K; governs trading by officers/employees . |
| Perks/Benefits | Executive physical up to $7,500; financial planning up to $15,000/yr (max $45,000/3yrs) . |
Compensation Structure Analysis
- Pay mix emphasizes at‑risk compensation: salary $900k; target bonus 100% of salary; 2024 LTI target $3.7M with 50% PSUs, 25% Options, 25% RSUs—aligning with long‑term growth and TSR performance .
- Annual bonus metrics balance growth, profitability, and cash (Organic Revenue 50%, Adjusted EBIT 30%, FCF 20%) plus strategic modifiers (NPI Vitality and Safety ±5% each), which yielded a 93% corporate payout in 2024; his individual multiplier (110%) led to a 102.3% of target bonus ($920,700), signaling above‑target individual contribution in digital/AI priorities .
- LTI performance conditions focus on 2026 Organic Revenue and 2024–2026 Cumulative Adjusted EPS with a TSR modifier (±20%), reinforcing profitable growth and shareholder alignment; cliff vesting adds retention stickiness through 2027 .
- Governance practices: clawback, no hedging/pledging, robust ownership guidelines (3× salary for executives), and a policy to seek shareholder ratification for cash severance above 2.99× salary+bonus mitigate pay risk and strengthen alignment .
Track Record & Execution Risk
- AI leadership: GE HealthCare reached 100 FDA AI-authorized devices by July 2025, underpinning orders/revenue and supporting Precision Care; Kass‑Hout credited this to responsible AI and R&D investment focus .
- Company performance context (2024): revenue $19.7B (+1% YoY), Adjusted EBIT $3.2B, Adjusted EPS $4.49, free cash flow $1.6B; pay-versus-performance shows 2024 organic growth 1% and TSR value 129.59 through 12/31/24—modest growth but solid shareholder return since listing .
- Shareholder support: 92.6% Say‑on‑Pay approval in 2024 reflects investor endorsement of program design and payouts .
Vesting Schedules and Insider Selling Pressure
- Near-term scheduled vests (subject to continued service): 2025 will see significant RSU vests (e.g., 50% of 2/2/2023 new‑hire RSUs of 24,770; 50% of 2/1/2023 RSUs of 6,606; 33% of 3/1/2023 RSUs of 8,231; 33% of 3/1/2024 RSUs of 9,976) and option tranches becoming exercisable (e.g., 50% of 2/1/2023 options of 58,005; 33% of 3/1/2023 options of 11,309/22,962; 33% of 3/1/2024 options of 28,374) .
- 2024 realized equity: 28,822 RSUs vested ($2,185,351 value); no option exercises—limiting 2024 selling pressure signal from options .
- 60‑day convertible securities: 40,311 RSUs/DSUs/options as of 3/31/25, indicating potential short‑term supply if shares are delivered/sold upon vest/exercise (no pledge) .
Related-Party Transactions, Legal/Red Flags, and Governance
- No related‑party transactions involving Kass‑Hout disclosed; Company outlines related‑person review policy and disclosed ordinary‑course sales to organizations related to certain directors (not applicable to Kass‑Hout) .
- No hedging/pledging permitted; no excise tax gross‑ups; double‑trigger CIC vesting; clawback in place—all reduce governance risk .
Compensation Peer Group and Shareholder Feedback
- Compensation peer group includes Abbott, Danaher, Baxter, BD, Boston Scientific, Edwards, Hologic, Intuitive Surgical, Medtronic, Quest, Stryker, Thermo Fisher, plus Philips and Siemens Healthineers for broader reference .
- Ongoing shareholder engagement and strong 2024 Say‑on‑Pay support (92.6%) suggest low pay‑program controversy risk .
Investment Implications
- Alignment: High at‑risk mix, rigorous multi‑metric incentives (revenue/EPS/TSR), stock ownership rules, and clawback drive alignment with long‑term value creation—favorable for investors .
- Retention and overhang: Meaningful unvested RSUs/options with vesting through 2027 support retention but create periodic vesting‑related supply; monitor 2025–2027 vesting cadence for potential selling pressure .
- Execution leverage: Kass‑Hout’s AI track record (100 FDA AI authorizations) is strategically important for GEHC’s premium mix, software/recurring revenue ambitions, and margin expansion; sustained NPI vitality is a bonus modifier and growth driver to watch .
- Downside safeguards: No hedging/pledging, no tax gross‑ups, double‑trigger CIC, and a 2.99× severance policy constrain adverse optics—limiting governance discount risk .