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Michael Sherrick

Executive Vice President and Chief Financial Officer at Information Services GroupInformation Services Group
Executive

About Michael Sherrick

Michael Sherrick, 52, is Executive Vice President and Chief Financial Officer of Information Services Group (ISG) since August 8, 2023, overseeing finance, investor relations, M&A, and legal affairs . He previously held roles at Cognizant (most recently COO, Software & Platform Engineering), co‑founded Scoria Capital in 2013, and worked at S.A.C Capital, Morgan Stanley, and PwC; he holds a degree from Bucknell University and is both CPA and CFA . During his tenure, ISG’s reported revenue declined from $291.1M (2023) to $247.6M (2024) and adjusted EBITDA from $37.7M to $25.1M ; the stock closed at $4.71 (Dec 29, 2023) and $3.34 (Dec 31, 2024), reflecting a -29% year‑over‑year change . ISG recorded cumulative TSR of ~55% since 2020 and 2023 TSR of 6.16% .

Past Roles

OrganizationRoleYearsStrategic Impact
CognizantChief Operating Officer, Software & Platform EngineeringNot disclosedLed operations in software/platform engineering
Scoria Capital PartnersCo‑founder/Investor2013Managed investments in technology, business services, consumer sectors
S.A.C CapitalVarious positionsNot disclosedInvestment/financial roles
Morgan StanleyVarious positionsNot disclosedInvestment banking/finance experience
PricewaterhouseCoopers LLPVarious positionsNot disclosedAudit/finance foundation (CPA)

External Roles

No external public company directorships or committee roles disclosed for Sherrick .

Fixed Compensation

Metric20232024
Base Salary (annual rate)$500,000 $550,000 (effective Oct 1, 2024)
Target Bonus ($)$300,000
Actual Bonus Paid ($)$0 $275,000 (cash $120,000 + RSUs $155,000)
Temporary Salary Reduction20% reduction from Apr 1–Sep 30 for Sherrick and two peers

Performance Compensation

Performance-Based RSUs (PSUs)

GrantMetricTargetMeasurement WindowPayout StructureVesting
9/1/2023ISG stock price ≥ $7.00 (10 trading days)17,191 units From 1st to 4th anniversary of grant Earned at target if threshold met; unearned forfeited Fully vested and settled upon earning
6/3/2024ISG stock price ≥ $6.00 (10 trading days)27,778 units Between 6/1/2025 and 6/1/2028 Earned at target if threshold met; unearned forfeited Fully vested and settled upon earning

Time-Based RSUs (Retention/Incentive)

Grant DateUnitsVesting Schedule
9/1/2023100,000100% on 9/1/2026
9/1/202338,6791/3 on 9/1/2025, 9/1/2026, 9/1/2027
6/3/202483,33325% on 6/1/2025, 6/1/2026, 6/1/2027, 6/1/2028
8/1/202430,211100% on 8/1/2025

Annual incentive methodology: Committee uses holistic assessment (budgets, prior year performance, strategic initiatives). 2024 bonus included consideration of the October divestiture of the Automation unit (> $20M proceeds) .

Equity Ownership & Alignment

MetricMar 1, 2024Feb 25, 2025
Beneficial Ownership (shares)19,500 45,816
Ownership % of Outstanding<1% <1%
Unvested RSUs (by grant)100,000; 38,679; 83,333; 30,211 (as of 12/31/2024 balances)
Unvested PSUs (by grant)17,191; 27,778 (as of 12/31/2024 balances)
Options (exercisable/unexercisable)None outstanding at plan level
Ownership Guidelines3× base salary requirement; compliance/on pace
Hedging/PledgingAnti‑hedging policy in place; no pledging disclosure; trades pre‑cleared

Key upcoming vest events (potential selling pressure):

  • 3/15/2025: 2024 annual RSUs (for NEOs where granted) vest; Sherrick’s 2024 bonus portion was RSUs granted and included above .
  • 6/1/2025: 25% of 6/3/2024 RSUs (20,833 units) .
  • 8/1/2025: 30,211 RSUs vest .
  • 9/1/2025: 12,893 RSUs from 9/1/2023 time‑based tranche vest .

Employment Terms

  • Employment Letter (June 21, 2023): Base salary $500,000 (raised to $550,000 effective Oct 1, 2024); target bonus $300,000 beginning 2024; multiple RSU grants at hire; matched RSUs for up to $100,000 open‑market stock purchase; execution of restrictive covenant agreement (confidentiality, non‑compete, non‑solicit) .
  • Change‑in‑Control Agreement: Double‑trigger severance (termination without cause or for good reason within 2 years post‑CoC, or within 60 days pre‑CoC at acquirer request): cash lump sum equal to 1× (base salary + greater of target bonus for year of termination or year of CoC), pro‑rata target bonus for year of termination, accrued amounts, and after‑tax COBRA cost for medical/dental/vision; no excise tax gross‑ups; amounts reduced if needed to optimize after‑tax outcome .
  • Potential Payouts at 12/31/2023 (illustrative): Base $500,000; Bonus $300,000; RSUs $977,179; Health $26,081; Total $1,803,260 on CoC termination scenario (valuation at $4.71) .

Performance & Track Record

Metric20232024
Revenue ($USD Millions)$291.1 $247.6
Adjusted EBITDA ($USD Millions)$37.7 $25.1
Year-End Stock Price ($)$4.71 (Dec 29, 2023) $3.34 (Dec 31, 2024)
TSR (Full Year)6.16%
  • Strategic execution: Divestiture of Automation unit in Oct 2024 with cash proceeds > $20M; considered in 2024 NEO annual incentives .

Governance & Shareholder Feedback (Context for Compensation)

  • Compensation Committee uses independent consultant Pay Governance LLC; committee fully independent .
  • Say‑on‑Pay approval: 96% of votes cast in 2024; 2025 vote passed (For 33,467,278; Against 3,684,029; Abstain 29,222; Broker non‑votes 6,485,525) .
  • Equity Plan/ESPP amendments (2025): +4.4M shares to equity plan; +1.2M shares to ESPP; passed at 2025 meeting .

Compensation Structure Controls and Policies

  • Clawback: Mandatory recovery upon restatement reducing payout (applies even absent misconduct) .
  • Anti‑hedging, pre‑clearance, trading windows; no repricing of options/SARs; minimum 1‑year vesting post‑2025 amendment; dividends/dividend equivalents subject to vesting .
  • Peer group used in pay‑versus‑performance disclosure: American Software, Edgio, Forrester, Lesaka, Repay, Hackett Group, Tucows (market‑cap weighted) .

Investment Implications

  • Alignment: Heavy use of RSUs and PSUs tied to stock‑price thresholds ($7.00 and $6.00) aligns pay outcomes with shareholder returns; clawback and anti‑hedging further reinforce alignment .
  • Retention and selling pressure: Multiple time‑based RSU cliffs (Aug 2025; Sept 2025; Sept 2026) create predictable vesting windows potentially increasing selling pressure; monitor Form 4s around those dates .
  • Dilution/overhang: 2025 equity plan share increase (+4.4M) lifts total shares subject to awards/future awards to ~9.55M (19.8% of outstanding), increasing dilution risk but improving retention currency for management; weighted average remaining RSU term 1.24 years as of Feb 25, 2025 .
  • Performance headwinds: 2024 revenue and EBITDA declines vs 2023 and YoY stock price decline may constrain PSU realizations without execution on growth/cost initiatives; 2024 bonus payout ($275k for Sherrick) still recognizes strategic actions (divestiture), indicating committee discretion within pay‑for‑performance framework .