Robert Ramirez
About Robert Ramirez
Robert A. Ramirez, 58, is Executive Vice President, Finance and Chief Financial Officer of The Hackett Group (HCKT), serving as CFO since August 2007 after prior finance leadership roles at the company dating back to 1998; education is not disclosed in HCKT filings. Company performance metrics relevant to his pay programs include adjusted diluted EPS rising 8% year-over-year to $1.68 in 2024 and five-year total shareholder return (TSR) of $216 on a $100 base versus peer group TSR of $158, reflecting solid shareholder value creation under the current compensation framework . In 2024 the Compensation Committee also introduced one-time stock price RSU awards tied to $30/$40/$50 hurdles to support a strategic pivot to Gen AI services and platforms, with the first hurdle achieved in Q4 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The Hackett Group | Corporate Controller | Jul 2006 – Jul 2007 | — |
| The Hackett Group | Sr. Director, Finance & Practice Controller | Oct 2005 – Jul 2006 | — |
| The Hackett Group | BI, Finance Transformation, Retail Consulting roles | 1998 – 2005 | — |
External Roles
No external directorships or public company roles are disclosed for Mr. Ramirez in HCKT’s proxies .
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | $400,000 | $400,000 | $400,000 |
| Non-Equity (Cash) Incentive Paid ($) | $443,040 | $160,560 | $225,447 |
| Stock Awards ($) (ASC 718 grant-date value; includes performance RSUs and one-time Stock Price Award in 2024) | $443,040 | $200,280 | $1,333,047 (incl. $1,107,600 Stock Price Award) |
| Cash Bonus Opportunity – Goal (% of salary) | — | 60% | 60% |
| Cash Bonus Opportunity – Superior (% of salary) | — | 90% | 90% |
| Equity RSU Opportunity – Goal (% of salary) | — | 60% | 60% |
| Equity RSU Opportunity – Superior (% of salary) | — | 90% | 90% |
Notes:
- The annual program uses adjusted diluted EPS targets (Commence, Goal, Superior) to determine cash and equity bonuses; CFO goals in 2024 were $1.71 (Goal) and $1.78 (Superior) adjusted diluted EPS .
- Mr. Ramirez also participates in a senior leadership equity program with one-year RSUs linked to personal management objectives (2023 and 2024 grants disclosed) .
Performance Compensation
| Metric/Program | Weighting/Structure | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Annual Adjusted Diluted EPS (2024) | Cash and RSU opportunities each scaled to performance; CFO Goal=60%, Superior=90% of salary | Goal: $1.71; Superior: $1.78 | $1.68 (above Commence, below Goal) | Cash: $225,447; RSUs: 7,184 units (grant-date value $225,447) | Annual RSU vests one-third per year over 3 years from grant |
| Senior Leadership RSU (Personal Objectives) | One-year RSU subject to personal objectives | Objectives approved by Comp Committee | Not individually quantified | 5,128 RSUs granted 2/16/2024, vested after one year; 3,824 RSUs granted 2/14/2025, vest after one year | Full vest at one-year anniversary (subject to objective achievement) |
| Stock Price Award (One-time, granted 9/16/2024) | 72,000 performance RSUs; 3 tranches each ~1/3 tied to stock price hurdles | Hurdles: $30 (33.33%), $40 (33.33%), $50 (33.34%) VWAP over 20 consecutive trading days | $30 hurdle achieved in Q4 2024 | 24,000 RSUs “earned” for hurdle #1 | Time-based vesting: Hurdle #1 vests at first anniversary of grant (Sep 2025); #2 at second, #3 at third anniversary |
Equity Ownership & Alignment
| Ownership Metric | Value |
|---|---|
| Beneficial Ownership (as of 3/15/2024) | 130,709 shares; 0.5% of outstanding |
| Unvested RSUs Outstanding (12/27/2024) | 102,507 units (ASC 718 grant-date aggregate presented in table) |
| Components of Unvested RSUs | 30,507 performance RSUs (prior-year awards), 5,128 one-year RSUs (2024 discretionary), 72,000 Stock Price Award RSUs (one-time) |
| Scheduled Vesting (2025) | 45,490 RSUs will vest, including 24,000 RSUs from $30 stock-price hurdle tranche (subject to service condition through Sep 2025) |
| Hedging Policy | Hedging of company securities prohibited for directors, officers, employees |
| Pledging Policy | Pledging prohibited for directors/officers without Audit Committee approval |
| Ownership Guidelines | CEO has 6x salary ownership guideline; no CFO-specific guideline disclosed |
Additional context: In November 2025, HCKT announced a modified Dutch tender offer ($18.30–$21.00 per share) and noted all directors and executive officers indicated they do not currently intend to participate, increasing insider ownership percentage post-offer—supportive of alignment and lower near-term insider selling pressure .
Employment Terms
| Provision | Terms |
|---|---|
| Contract Term | Initial three-year term; automatically renews annually unless notice given; confidentiality, non-compete, non-solicit included |
| Severance (no cause / good reason) | Salary and benefits continuation for six months; reduced/eliminated if new employment secured |
| Change-of-Control (CoC) | If terminated without cause or for good reason in anticipation of/in connection with/within 1 year after CoC: 1 year salary + 1 year benefits; immediate vesting of all unvested equity; no excise tax gross-up |
| Illustrative CoC Value (as of 12/27/2024) | Total potential payments ~$2,122,994 (includes 1 year salary $400,000, accelerated equity ~$1,682,631, benefits) |
| Clawback | Incentive Compensation Recoupment Policy adopted to comply with SEC/Nasdaq; recover erroneously awarded comp for 3 years prior to a restatement |
| Insider Trading Policy | Adopted and filed with the FY2024 Form 10-K |
Investment Implications
- Pay-for-performance is tightly linked to adjusted diluted EPS, with balanced cash/equity scaling for the CFO; 2024 payouts were above threshold but below Goal (EPS $1.68 vs Goal $1.71), indicating discipline and sensitivity to results .
- The one-time Stock Price Award (72,000 RSUs) ties substantial upside to long-term stock performance with multi-year vesting; only the $30 hurdle is achieved to date, and annual equity opportunities were reduced by 50% for 2025–2028 to offset dilution—favorable alignment but adds stock-based comp expense and vesting overhang in 2025–2028 .
- Ownership alignment looks sound: CFO’s beneficial stake (0.5%) and material unvested RSUs, tender offer non-participation, and anti-hedging/limited pledging policies reduce misalignment/pressure; upcoming 2025 vestings (45,490 RSUs) may lead to tax-withholding share sales but do not imply discretionary selling .
- Retention risk appears contained: auto-renewing contract, standard severance terms, and equity vesting across programs (including CoC acceleration) provide retention and continuity; absence of tax gross-ups and presence of clawback reflect shareholder-friendly governance .
Appendix: Selected Program and Performance References
- Compensation framework and objectives; 2024/2025 programs and EPS targets .
- Stock Price Award program design and hurdles; grant specifics for Ramirez .
- Summary Compensation Table and plan-based grants (Ramirez 2022–2024) .
- Outstanding and vested RSUs; 2025 vesting schedule .
- Beneficial ownership; governance policies (hedging/pledging) .
- Clawback; insider trading policy .
- Company TSR and adjusted EPS performance context .
All facts and figures cited above are taken directly from HCKT’s DEF 14A (2025 and 2024) and Form 8-K filings, with citations provided in-line.