Terilyn Juarez Monroe
Guardant HealthAbout Terilyn Juarez Monroe
Chief People Officer at Guardant Health (GH) since January 2, 2024; age 58; B.A. in Public Relations from San Jose State University. Prior roles include CPO at Bonterra (2021–2023), CPO/SVP People & Places at Varian (2017–2021), CPO/SVP HR at Acxiom (2015–2017), and Chief Diversity Officer at Intuit (2002–2015). Company performance context during her tenure: 2024 revenue increased 31% to $739.0M and adjusted EBITDA loss improved to $257.5M; executive incentives emphasize revenue CAGR with a relative TSR modifier to the Nasdaq Biotechnology Index and a negative TSR cap, linking pay to long-term stockholder returns .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Bonterra | Chief People Officer | Nov 2021 – Sep 2023 | Led people strategy for a SaaS, PE-backed platform focused on social impact . |
| Varian | Chief People Officer, SVP People & Places | Oct 2017 – Apr 2021 | Led global HR and workplace functions supporting scale and transformation . |
| Acxiom | Chief People & Culture Officer, SVP HR | 2015 – 2017 | Drove culture and talent strategy in data-driven marketing services . |
| Intuit | Chief Diversity Officer | 2002 – 2015 | Led D&I efforts enterprise-wide, strengthening inclusion and talent pipelines . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| CASSY (non-profit) | Board Director | Current | Counseling and support services for youth . |
Fixed Compensation
| Component | 2024 Value | Notes |
|---|---|---|
| Base Salary ($) | 450,000 | Initial base set at hire . |
| Target Bonus (%) | 50% | Applies to annual incentive plan . |
| Target Bonus ($) | 225,000 | 50% of base salary . |
| Actual Bonus Paid ($) | 337,500 | 150% payout on 2024 corporate scorecard . |
Performance Compensation
| Metric | Weight | Target | Actual | Payout % | Vesting/Timing |
|---|---|---|---|---|---|
| Oncology product milestones (launches, clinical data) | 25% | Set by plan | Mix of above-target and below-threshold | 32.5% weighted contribution | Cash payout timing governs; Monroe’s payout aligned to corporate scorecard . |
| Screening R&D (Shield launch, device validation) | 25% | FDA approval & validation | Launch at target; validation below-target | 22.5% weighted contribution | As above . |
| Revenue ex. screening ($mm) | 30% | 670 | 733.9 | 200% on this metric; 60% weighted contribution | Annual cash bonus; Co-CEOs took PSUs; Monroe paid in cash . |
| Non-GAAP Gross Margin ex. screening (%) | 5% | 60 | 64 | 200%; 10% weighted contribution | As above . |
| Adjusted EBITDA ($mm) | 10% | (306) | (257.5) | 200%; 20% weighted contribution | As above . |
| Employee engagement | 5% | Benchmark score | At target | 100%; 5% weighted contribution | As above . |
| Total Corporate Achievement | — | — | — | 150% | Governs actual bonus payout . |
2024 PSU structure (for NEOs other than Co-CEOs): 50% based on three-year revenue CAGR with relative TSR modifier and negative TSR cap; 50% based on one-year revenue growth with subsequent time-based vesting; earned one-year PSUs vest ratably Mar 1, 2025; Jan 1, 2026; Jan 1, 2027 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership (shares) | 56,980 (includes 20,257 directly held; 36,723 options exercisable within 60 days; 0 RSUs within 60 days) . |
| Ownership % of outstanding | <1% (company disclosure; 123,888,045 shares outstanding) . |
| Vested vs unvested (summary) | Options exercisable within 60 days: 36,723; unexercisable: see awards table below; RSUs unvested: see awards table; PSUs earned/unearned: see awards table . |
| Stock ownership guidelines | Other executive officers: 1x base salary; compliance required by the later of Jan 1, 2026 or 5 years from designation; current NEOs in compliance or expected within compliance period . |
| Hedging/pledging | Prohibited (insider trading policy bans hedging, pledging, margin purchases, short sales, derivatives) . |
| 10b5-1 plan | Adopted Aug 2, 2025, for trades from Oct 31, 2025 – May 3, 2026; provides for sale of 30,000 shares upon option exercise plus an indeterminate number of RSU/PSU shares vesting during plan term (Rule 10b5-1) . |
Outstanding Equity Awards (as of Dec 31, 2024)
| Award Type | Grant Date | Quantity | Exercise Price ($) | Expiration | Status and Vesting |
|---|---|---|---|---|---|
| Stock Options | 2/26/2024 | 78,204 | 20.14 | 2/26/2034 | 1/3 vests on 1-year anniversary; monthly thereafter (36 months) . |
| Stock Options | 11/8/2024 | 47,627 | 28.61 | 11/8/2034 | Same vesting schedule as above . |
| RSUs | 2/26/2024 | 52,136 | — | — | 1/3 vests Jan 2025, Jan 2026, Jan 2027 . |
| RSUs | 11/8/2024 | 31,751 | — | — | 3-year vest: 1/3 at 1-year; quarterly thereafter . |
| PSUs (earned for 2024 one-year rev growth) | 2/26/2024 | 44,688 | — | — | Earned based on 2024 performance; vest Mar 1, 2025; Jan 1, 2026; Jan 1, 2027 . |
| PSUs (3-year revenue CAGR w/ TSR modifier) | 2/26/2024 | 22,344 (unearned) | — | — | Performance period ends Dec 31, 2026; vest Mar 1, 2027, subject to service and TSR modifier with negative cap . |
2024 Grants (at Hire and Annual)
| Grant Type | Grant Date | Target Value ($) | Quantity/Notes |
|---|---|---|---|
| PSUs (new hire) | 2/26/2024 | ~900,000 | Target 44,688 PSUs; structure per NEO plan . |
| RSUs (new hire) | 2/26/2024 | ~1,050,000 | 52,136 shares . |
| Options (new hire) | 2/26/2024 | ~1,010,583 grant-date fair value | 78,204 options @ $20.14 . |
| RSUs (annual) | 11/8/2024 | ~908,396 grant-date fair value | 31,751 shares . |
| Options (annual) | 11/8/2024 | ~862,858 grant-date fair value | 47,627 options @ $28.61 . |
Employment Terms
| Term | Detail |
|---|---|
| Employment start date | January 2, 2024; appointed Chief People Officer . |
| Employment type | At-will; no guaranteed term . |
| Restrictive covenants | Confidentiality, invention assignment, customer and 1-year employee non-solicitation agreed at hire . |
| Severance plan tier | Tier 2 participant under Executive Severance Plan (amended/restated 2024) . |
| Non-CIC termination (without cause/for good reason) | Cash severance equal to base salary plus pro-rata target incentive; COBRA premium reimbursement up to 12 months; for Monroe illustrated value: $675,000 cash + $33,784 COBRA . |
| CIC termination (within 3 months before to 1 year after change-in-control) | Cash severance equal to 150% of base salary plus target annual bonus; COBRA premium reimbursement up to 18 months; full vesting of all outstanding equity (performance settled at greater of target or actual through CIC date); for Monroe illustrated value: $900,000 cash + $50,676 COBRA; equity accelerated $5,517,075 . |
| Clawback | Policy adopted Nov 2023 to recoup incentive comp based on erroneously prepared financial statements . |
| Anti-hedging/pledging | Company policy prohibits hedging and pledging, margin purchases, short sales, and derivatives in GH stock . |
Company Performance During Monroe’s Tenure
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenues ($) | $563,948,000* | $739,016,000* |
| EBITDA ($) | $(438,444,000)* | $(401,207,000)* |
Values retrieved from S&P Global.* [GetFinancials]
Additional disclosed performance highlights in 2024: total revenue $739.0M (+31% YoY), non-GAAP adjusted EBITDA loss improved to $257.5M, and Shield (CRC screening) achieved FDA approval and Medicare coverage; corporate scorecard achieved 150% payout based on revenue, margin, product milestones, and engagement .
Compensation Governance, Peer Group, and Say-on-Pay
- Say-on-Pay: 93.6% approval at 2024 Annual Meeting .
- Stock ownership guidelines: CEOs 6x base; other executive officers 1x base; retention of 20% net settled shares until compliance; all NEOs compliant or expected by deadlines .
- Consultant/peer group: Aon and Meridian engaged; peer group refreshed in 2023 and July 2024 to include diagnostics/medtech comparables (e.g., Exact Sciences, Natera, Veracyte, NeoGenomics, Penumbra, Lantheus, Twist); plan features double-trigger CIC and clawback policy .
Investment Implications
- Alignment signals: Strong pay-for-performance design for Monroe with material equity mix (RSUs, PSUs, options) tied to revenue CAGR and relative TSR, plus strict anti-hedging/pledging and ownership guidelines; CIC provides full acceleration (Tier 2), standard in sector, with double-trigger to mitigate windfall risk .
- Retention and selling pressure: Adoption of a Rule 10b5-1 plan (Aug 2025) covering option exercises and RSU/PSU vesting suggests scheduled selling of at least 30,000 shares plus additional vested shares through May 2026; monitor Form 4s around vest dates for supply dynamics .
- Performance backdrop: 2024 growth and Shield’s approval support near-term incentive realization; continued focus on revenue growth and margin improvement embedded in PSU metrics; watch TSR-relative outcomes given negative TSR cap .
- Severance/CIC economics: Non-CIC severance of ~$0.71M and CIC total cash of ~$0.95M plus equity acceleration indicates moderate retention value; equity acceleration terms heighten sensitivity to change-of-control scenarios .