Thomas S. Kucinski
Information Services GroupAbout Thomas S. Kucinski
Executive Vice President and Chief Human Resources Officer at Information Services Group (ISG) since June 2017; previously Global Leader—Total Rewards and HR Operations at ISG since 2013, with 30+ years in HR leadership across Nasdaq OMX, Nielsen, and American Express focused on compensation and benefits strategy and design . He holds a master’s degree in human resources management from Rutgers University and a B.S. in Psychology from the University of Scranton; age 61 per the 2025 proxy . Company performance context during his recent tenure: 2024 TSR was -25.3% and net income $2.839 million; 2023 TSR was +6.2% with net income $6.154 million . ISG reported revenue of $247.6 million and adjusted EBITDA of $25.1 million in 2024; in 2023, revenue was $291.1 million and adjusted EBITDA $37.7 million, highlighting tougher operating conditions in 2024 that influenced incentive decisions .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ISG | Global Leader—Total Rewards and HR Operations | Not disclosed | Led compensation and benefits strategy and HR operations |
| Nasdaq OMX | HR leadership roles | Not disclosed | Focus on compensation and benefits strategy and design |
| Nielsen | HR leadership roles | Not disclosed | Focus on compensation and benefits strategy and design |
| American Express | HR leadership roles | Not disclosed | Focus on compensation and benefits strategy and design |
External Roles
- No external public company directorships are mentioned in the proxy biography for Mr. Kucinski .
Fixed Compensation
| Metric | 2021 | 2022 | 2023 |
|---|---|---|---|
| Base Salary ($) | $318,750 | $343,750 | $350,000 |
| Target Bonus ($) | $75,000 (subsequently raised to $125,000; effective timing not fully specified) | $125,000 | $125,000 |
| Actual Bonus Paid ($) | $150,000 (non-equity incentive) | $120,000 (non-equity incentive) | $60,000 (paid 100% via RSUs that vest in 1 year) |
Performance Compensation
Equity awards and metrics (unvested/PSUs and time-based RSUs)
| Award Type | Grant Date | Units (Target) | Performance Metric | Vesting Schedule | Source |
|---|---|---|---|---|---|
| Time-based RSUs | 9/1/2020 | 9,147 | N/A | Balance vests 9/1/2024 | |
| Time-based RSUs | 6/1/2021 | 8,475 | N/A | Balance vests half on 6/1/2024 and half on 6/1/2025 | |
| Time-based RSUs | 6/1/2022 | 10,763 | N/A | Balance vests one-third on 6/1/2024, 6/1/2025, 6/1/2026 | |
| Performance-based RSUs | 6/1/2022 | 4,532 (target) | Earned if stock-price goal is achieved on or before 6/1/2026 | Fully vests and settles upon earning; unearned forfeited | |
| Time-based RSUs | 4/3/2023 | 5,271 | N/A | Vests 100% on 4/1/2024 | |
| Time-based RSUs | 6/1/2023 | 18,528 | N/A | Vests 25% each on 6/1/2024, 6/1/2025, 6/1/2026, 6/1/2027 | |
| Performance-based RSUs | 6/1/2023 | 6,176 (target) | Earned at target if ISG stock ≥ $7.00 over any 10-trading-day period beginning first anniversary through fourth anniversary of grant | Fully vests and settles upon earning; unearned forfeited |
ISG uses TSR/stock-price hurdles as a key long-term metric; PSUs settle in shares if thresholds are met; unearned units are forfeited .
Stock vested during 2023 (realized values)
| Name | Shares Acquired on Vesting (#) | Value Realized on Vesting ($) |
|---|---|---|
| Thomas S. Kucinski | 28,984 | $147,778 |
Annual Incentive Structure (context)
- ISG’s Compensation Committee used subjective assessments of company and individual performance for 2024 annual incentives; 2024 results included revenue $247.6m, net income $2.8m, adjusted EBITDA $25.1m, GAAP EPS $0.06, adjusted EPS $0.20, and divestiture of the Automation unit for >$20m cash proceeds .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership footnote (2025) | Includes 14,815 RSUs to be settled within 60 days of February 25, 2025 |
| Beneficial ownership footnote (2024) | Includes 5,271 RSUs to be settled within 60 days of March 1, 2024 |
| Unvested RSUs at 12/31/2023 | Time-vested: 9,147 (2020), 8,475 (2021), 10,763 (2022), 5,271 (4/3/2023), 18,528 (6/1/2023) |
| Unvested PSUs at 12/31/2023 | 4,532 (6/1/2022 target), 6,176 (6/1/2023 target) |
| Stock ownership guidelines | Kucinski is expected to hold ISG stock valued at least 2x base salary; achievement required within 5 years; all NEOs were compliant or on pace as of March 3, 2024 |
| Stock ownership guidelines (2025 update) | All Directors and NEOs were compliant or on pace as of February 25, 2025 |
| Anti-hedging | Executives prohibited from hedging (puts, calls, derivatives) or offsetting risk of owning ISG stock |
Pledging policy is not explicitly disclosed; anti-hedging restrictions are disclosed .
Employment Terms
| Provision | Terms |
|---|---|
| Employment Letter | Promoted to EVP & CHRO via letter dated May 15, 2017; base salary initially $300,000, raised to $350,000 effective April 1, 2022; target bonus initially $75,000, subsequently raised to $125,000; standard Restrictive Covenant Agreement (confidentiality, non-competition, non-solicitation) |
| Change-in-Control (CIC) — illustrative payout (as of 12/31/2023) | Base salary $350,000; Target bonus $125,000; RSUs $296,221 (unvested equity at $4.71 close); Health insurance $8,952; Total $780,173 |
| Severance multiple | 1x annual base salary + 1x target bonus for non-PEO named executives (including Kucinski) |
| Clawback (recoupment) policy | Incentive awards subject to forfeiture if financial statements are restated and corrected information would have reduced payout; applies even absent misconduct |
| Insider trading policy | Trading only in window periods with pre-clearance; no trading while in possession of MNPI |
Performance Compensation – Detailed Metrics and Vesting
| Metric | Weighting | Target | Actual/Status | Payout Mechanism | Vesting |
|---|---|---|---|---|---|
| PSU stock-price hurdle (6/1/2023 grant) | Not disclosed | ISG stock ≥ $7.00 over any 10-day window between 1st–4th anniversaries | Not disclosed (unvested at 12/31/2023) | Settles in shares at target; unearned forfeited | Vests upon achievement; settlement in common stock |
| PSU stock-price hurdle (6/1/2022 grant) | Not disclosed | Achieve share-price goal on or before 6/1/2026 | Not disclosed (unvested at 12/31/2023) | Settles in shares; unearned forfeited | Vests upon achievement |
| Annual incentive (2023) | Discretionary | Not formulaic; bonus paid as RSUs | $60,000 bonus 100% via RSUs (vest 1-year) | RSU grant in lieu of cash | RSUs vest fully 1 year from grant |
Compensation Structure Analysis
- Mix of pay: 2021–2023 shows modest fixed salary with annual incentives and equity grants; 2023 bonus was entirely paid in RSUs (deferred vesting), increasing at-risk/equity-linked pay .
- Long-term alignment: PSUs tied to share-price hurdles (e.g., $7.00 threshold) reinforce TSR alignment; unearned awards are forfeited, enhancing performance linkage .
- Governance protections: Clawback policy and anti-hedging rules strengthen shareholder alignment and reduce adverse incentives .
Risk Indicators & Red Flags
- Section 16(a) compliance: One late Form 4 filing was noted for Kucinski in 2023 related to an RSU grant and tax withholding; otherwise timely filings .
- Hedging: Explicitly prohibited; pledging not explicitly addressed in disclosures .
- Ownership guidelines: All NEOs were compliant or on pace to comply as of 2024 and 2025 review dates, reducing alignment risk .
Equity Vesting Calendar (Supply Overhang Signals)
| Grant | Units | Key Vest Dates |
|---|---|---|
| 9/1/2020 RSUs | 9,147 | Balance vests 9/1/2024 |
| 6/1/2021 RSUs | 8,475 | 50% on 6/1/2024; 50% on 6/1/2025 |
| 6/1/2022 RSUs | 10,763 | One-third on 6/1/2024, 6/1/2025, 6/1/2026 |
| 4/3/2023 RSUs | 5,271 | 100% on 4/1/2024 |
| 6/1/2023 RSUs | 18,528 | 25% each on 6/1/2024, 6/1/2025, 6/1/2026, 6/1/2027 |
| 6/1/2022 PSUs | 4,532 (target) | Earned if price goal achieved on/before 6/1/2026 |
| 6/1/2023 PSUs | 6,176 (target) | Earned at target if stock ≥ $7.00 during windows from 1st–4th anniversaries |
Investment Implications
- Alignment: A meaningful portion of Kucinski’s pay is in RSUs/PSUs with explicit stock-price hurdles, directly linking his upside to TSR and share-price performance; unearned PSUs are forfeited, reinforcing performance sensitivity .
- Supply/technicals: Multiple scheduled RSU vest dates through 2027 could create incremental share delivery; watch 6/1 annual tranches and any tax-withholding sales around vesting windows for potential selling pressure .
- Downside protections and governance: Presence of clawback and anti-hedging, plus adherence to ownership guidelines, lowers governance risk; CIC payout scale (~$780k) and standard 1x severance for non-PEO executives suggest moderate retention economics without excessive parachutes .
- Performance backdrop: 2024 financials and TSR were weaker versus 2023, which may impact PSU realizations tied to price hurdles; monitoring ISG’s execution on revenue and EBITDA improvement is critical for payout probabilities and alignment efficacy .