Dean Jahnke
GoProAbout Dean Jahnke
Dean Jahnke is Senior Vice President, Global Sales & Channel Marketing at GoPro, age 51 as of March 31, 2025. He has served in this SVP role since January 1, 2022, progressing through sales leadership roles at GoPro since 2014; he attended Minnesota State University, Mankato . Company performance context for pay-for-performance: 2024 revenue was $801,473 thousand with GAAP net loss of $(432,311) thousand; GoPro’s cumulative TSR value of an initial $100 investment was $25 over five years, versus peer group $112 . The most important financial measures used to link executive compensation to performance are revenue and non-GAAP Operating Loss (post bonus) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| GoPro | Senior Vice President, Global Sales & Channel Marketing | Jan 2022 – present | Leads global sales and channel marketing |
| GoPro | Vice President, Global Sales | Jun 2018 – Dec 2021 | Global sales leadership |
| GoPro | Interim Head of Sales | Mar 2018 – Jun 2018 | Interim sales leadership |
| GoPro | Senior Director of Sales – North America | Apr 2017 – Mar 2018 | North America sales leadership |
| GoPro | Director of Sales | Feb 2016 – Mar 2017 | Sales management |
| GoPro | Area Sales Manager | Mar 2014 – Jan 2016 | Field sales management |
| Western Digital | Senior Sales Manager | Aug 2008 – Mar 2014 | Storage channel sales leadership |
| Best Buy | Senior Merchant | Jun 2000 – Aug 2008 | Retail category management |
External Roles
No external directorships or board roles are disclosed for Jahnke in the 2025 proxy .
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $432,000 | $449,500 | $449,500 |
| All Other Compensation ($) | $184 | $434 | $176 |
- Benefits: Executives receive standard health and welfare benefits; GoPro does not offer non-qualified deferred comp or defined benefit plans and does not match the 401(k) plan .
Performance Compensation
Annual Cash Bonus – Design and Results (2024)
- Metrics and weightings: Revenue (50%) and non-GAAP Operating Loss (post bonus) (50%), with semi-annual measurement; first-half bonus opportunity weighted 20% of annual target (max 100% of H1 target), full-year bonus weighted 80% of annual target (max 150% of target) .
- Jahnke’s target bonus opportunity: 75% of base salary = $337,125; split 50% Executive Bonus Plan and 25% GoPro sales incentive plan .
- Actual paid (2024): $32,769 under the Executive Bonus Plan and $110,909 under the sales incentive plan; total non‑equity incentive compensation $143,678 .
| Component | Weighting | Target Bonus % of Salary | Target Payout ($) | Actual Payout ($) | Notes |
|---|---|---|---|---|---|
| Executive Bonus Plan | 50% of overall bonus metrics; H1 20%, FY 80% | Part of 75% total | $337,125 | $32,769 | Metrics: Revenue & non-GAAP Operating Loss (post bonus); individual payouts 0–150% subject to plan funding |
| Sales Incentive Plan | 25% of salary (component of Jahnke’s bonus split) | Part of 75% total | $337,125 | $110,909 | Sales incentive component; combined with executive plan in Summary Comp Table |
2024 PSU Award Terms and Outcome (Granted May 15, 2024)
- PSU structure: Earnable 0–150% based on two metrics; 50% Revenue Hurdle and 50% Non-GAAP Operating Loss (post bonus). Vesting: one‑third of earned PSUs on Feb 15, 2025; remaining earned shares vest 1/12 quarterly thereafter (Feb/May/Aug/Nov), subject to continuous service .
- Performance targets: Revenue Threshold/Target/Max = $920m / $1,025m / $1,130m; Non-GAAP Operating Loss (post bonus) Threshold/Target/Max = $(24m) / $(14m) / $(4m) .
- Outcome: For 2024 performance, both metrics were below Threshold; PSU awards were not earned and were forfeited for no consideration .
| Metric | Weighting | Target | Actual (2024) | Payout | Vesting |
|---|---|---|---|---|---|
| Revenue | 50% | $1,025,000,000 | Below Threshold | 0% earned | If earned: 1/3 on Feb 15, 2025; then quarterly 1/12 |
| Non-GAAP Operating Loss (post bonus) | 50% | $(14,000,000) | Below Threshold | 0% earned | If earned: 1/3 on Feb 15, 2025; then quarterly 1/12 |
| Jahnke 2024 PSU Grant Details | Value |
|---|---|
| Grant Date | May 15, 2024 |
| Approval Date | March 19, 2024 |
| Target Shares | 74,143 |
| Threshold Shares | 18,536 |
| Maximum Shares | 111,215 |
| Grant Date Fair Value ($) | $126,043 |
2024 RSU Award (Granted May 15, 2024)
| Jahnke 2024 RSU Grant Details | Value |
|---|---|
| Grant Date | May 15, 2024 |
| Approval Date | March 19, 2024 |
| RSU Shares | 111,215 |
| Grant Date Fair Value ($) | $189,066 |
| Vesting | 25% annually on each May 15 anniversary starting May 15, 2025, subject to continuous service |
Equity Ownership & Alignment
Beneficial Ownership (as of March 31, 2025)
| Component | Shares |
|---|---|
| Class A shares held directly | 177,561 |
| Options exercisable within 60 days | 261,866 |
| RSUs that may settle within 60 days | 27,803 |
| PSUs that may settle within 60 days | 2,585 |
| Total beneficial ownership (Class A) | 469,815 |
| Ownership % of Class A shares outstanding | <1% (indicated as “*”) |
| Shares outstanding reference | 131,290,669 Class A; 26,258,546 Class B |
- Hedging and pledging of company equity are prohibited for management and directors .
- Compensation Recovery Policy (clawback) compliant with SEC and Nasdaq requires recovery of incentive compensation upon restatement or misconduct, without regard to fault .
Outstanding Equity Awards at FY End (December 31, 2024)
| Type | Exercisable | Unexercisable | Exercise Price ($) | Expiration | Stock Awards Not Vested (#) | Stock Awards Value ($) |
|---|---|---|---|---|---|---|
| Option | 55,626 | 0 | 5.83 | 08/14/2028 | — | — |
| Option | 60,976 | 0 | 7.55 | 05/14/2029 | — | — |
| Option | 81,019 | 0 | 4.08 | 02/17/2030 | — | — |
| Option | 32,691 | 1,422 | 7.91 | 02/22/2031 | — | — |
| Option | 26,269 | 10,817 | 8.70 | 02/16/2032 | — | — |
| RSU (various awards) | — | — | — | — | 9,865; 21,751; 68,304; 111,215 | $10,753; $23,709; $74,451; $121,224 |
| PSU (prior cycles) | — | — | — | — | 1,013; 12,928 | $1,104; $14,092 |
- Reference stock price used in severance valuation: $1.09 per share on Dec 31, 2024 .
Employment Terms
Severance & Change-of-Control Economics (Estimated as of Dec 31, 2024)
| Scenario | Severance Payment ($) | Medical Benefits Continuation ($) | Accelerated Vesting of Equity Awards ($) | Total ($) |
|---|---|---|---|---|
| Termination without cause / resignation for good reason (no change in control) | $786,625 | $36,000 | — | $822,625 |
| Termination without cause / resignation for good reason in connection with change in control | $786,625 | $36,000 | $245,333 | $1,067,958 |
- Double-trigger requirement for CIC benefits (change in control plus qualifying termination); executives (other than CEO) under standard Change in Control and Severance Policy .
- Additional severance benefit includes $3,000 per month for 12 months in lieu of employee benefits .
- Tax treatment: Payments reduced to maximize after-tax under Section 280G; no excise tax gross-ups .
- Clawback/compensation recovery policy applies to incentive compensation and misconduct .
Investment Implications
- Strong pay-for-performance: 2024 PSUs were fully forfeited because both revenue and non-GAAP Operating Loss (post bonus) fell below thresholds, demonstrating direct linkage between realized equity value and company performance . Annual bonus metrics maintained 50/50 weighting on revenue and non-GAAP Operating Loss (post bonus), with Jahnke’s 2024 payouts reflecting modest funding under the executive plan and sales incentive plan ($32,769 and $110,909, respectively) .
- Vesting/selling pressure: 2024 RSUs for Jahnke begin vesting 25% annually starting May 15, 2025, creating potential periodic supply as tranches settle; 2024 PSUs do not contribute near-term supply due to forfeiture . Hedging and pledging prohibitions limit misalignment risks from collateralization .
- Options economics: Multiple legacy options carry exercise prices between $4.08 and $8.70, while the Dec 31, 2024 reference price was $1.09; this reduces near-term exercise incentive and potential selling pressure from options absent material share price recovery .
- Retention/transition risk: Standard double-trigger CIC protections and defined severance ($786,625 cash plus benefits) provide stability; change-in-control equity acceleration for unvested awards adds protection, but PSU forfeiture underscores performance sensitivity .
- Ownership alignment: Jahnke’s total beneficial ownership is 469,815 Class A shares (including exercisable options and near-term settleable RSUs/PSUs), representing less than 1% of Class A outstanding; alignment is primarily via ongoing equity awards and vesting rather than large outright ownership .