Todd D. Lavieri
Information Services GroupAbout Todd D. Lavieri
Todd D. Lavieri (age 63) is Vice Chairman and President – ISG Americas and Asia Pacific, ISG’s largest region (more than half of company revenues). He joined ISG in July 2014 and has been in his current role since July 26, 2018. Prior roles include General Manager at IBM Global Consulting/GBS (Canada), founder/CEO of Archstone Consulting (sold to The Hackett Group in 2009), and Partner at Deloitte (member of Global Management Committee). Education: BA, Trinity College; MBA, Duke University (Fuqua). ISG’s 2024 results used in incentive decisions: revenue $247.6m, adjusted EBITDA $25.1m, net income $2.8m; 2024 TSR declined 25.3% (value of $100 investment fell to $49.08) versus +6.2% TSR in 2023 ($200.52) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| IBM | General Manager, IBM Global Consulting; GM, Global Business Services, IBM Canada | 2010–2014 (inferred from join dates) | Led IBM Canada GBS and global consulting operations |
| Archstone Consulting | Founder, President & CEO | 2003–2009 | Built and sold the firm to The Hackett Group in 2009 |
| Deloitte Consulting | Partner; member of Global Management Committee | 13 years (dates not disclosed) | Senior leadership; advised Global 1000 clients across sectors |
External Roles
None disclosed for Lavieri (no public company board roles listed) .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 680,000 | 612,000 (reflects 20% reduction Apr 1–Sep 30, 2024) |
| Target Bonus ($) | 500,000 (per employment letter raise) | 500,000 (ongoing target) |
| Actual Annual Incentive Paid ($) | 450,000 | 450,000 total; $300,000 cash + $150,000 RSUs |
Performance Compensation
Annual Incentive (FY2024)
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Firm performance (revenue, net income, operating income, adjusted EBITDA) and strategic transactions | Discretionary (not formulaic) | Not disclosed | Revenue $247.6m; Net income $2.8m; Operating income $5.8m; Adj. EBITDA $25.1m; divested Automation unit for >$20m cash | $450,000 total; $300,000 cash + RSUs FV $150,000 | RSU portion vests on first anniversary of award |
Long-Term Equity Awards (2024 grants)
| Award Type | Grant Date | Shares/Target | Performance Metric | Target/Thresholds | Payout Mechanics | Vesting |
|---|---|---|---|---|---|---|
| Time-based RSUs | Jun 3, 2024 | 119,048 | N/A | N/A | N/A | 25% each on Jun 1, 2025/2026/2027/2028 |
| Performance RSUs | Jun 3, 2024 | 39,683 target | Stock price | Earn at target if ISG stock ≥$6.00 measured over any 10 trading days between 1st and 4th anniversary | 100% of target if achieved; forfeit if not achieved | Earned RSUs fully vest and settle upon achievement |
Note: No stock options are outstanding; company reports zero options/SARs and treats RSUs as stock awards with $0 exercise price .
Outstanding Awards and Vesting Schedule (as of Dec 31, 2024)
| Grant | Type | Unvested Units (#) | Key Vesting Milestones |
|---|---|---|---|
| Jun 1, 2021 | Time RSUs | 15,890 | Balance vests Jun 1, 2025 |
| Jun 1, 2022 | Time RSUs | 26,908 | Balance vests 50% Jun 1, 2025; 50% Jun 1, 2026 |
| Jun 1, 2022 | Perf RSUs | 17,938 (target) | Earn if share-price goal achieved by Jun 1, 2026 |
| Jun 1, 2023 | Time RSUs | 52,804 | Balance vests one-third Jun 1, 2025/2026/2027 |
| Jun 1, 2023 | Perf RSUs | 23,468 (target) | Earn if share-price goal achieved between Jun 1, 2024 and Jun 1, 2027 |
| Mar 15, 2024 | Time RSUs | 111,111 | Vests 100% on Mar 15, 2025 (near-term supply) |
| Jun 3, 2024 | Time RSUs | 119,048 | 25% annually 2025–2028 |
| Jun 3, 2024 | Perf RSUs | 39,683 (target) | Earn if stock ≥$6.00 over any 10 trading days between 1st–4th anniversary; then fully vest |
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Total Beneficial Ownership (shares) | 773,644 |
| Ownership % of Shares Outstanding | 1.6% |
| Includes RSUs near-term to settle | 111,111 RSUs settle within 60 days of Feb 25, 2025 |
| Unvested RSUs outstanding (by grant) | See vesting schedule above |
| Shares purchased via ESPP (2024) | 4,006 |
| Stock Ownership Guideline | 3x base salary; compliance/pacing confirmed as of Feb 25, 2025 |
| Hedging/Pledging | Hedging prohibited; pledging not disclosed |
Alignment signals:
- Strong at-risk equity mix with multi-year vesting and price-based PSUs; explicit anti-hedging policy; company-level no tax gross-ups on awards and no repricing without shareholder approval .
Employment Terms
| Term | Details |
|---|---|
| Employment start | Joined ISG July 21, 2014 |
| Current role tenure | Vice Chairman & President – Americas/APAC since Jul 26, 2018 |
| Employment letter | June 2, 2014 letter; initial base $500,000 (raised to $680,000 effective Apr 1, 2022); target bonus increased to $500,000; eligible for equity grants |
| Restrictive covenants | Confidentiality, non-competition, non-solicitation (duration not disclosed) |
| Change-in-Control agreement | Double-trigger: lump sum equals 1x (base + greater of target bonus for year of termination or CIC year) + accrued amounts + pro rata target bonus + after-tax COBRA costs; applies if terminated without Cause/for Good Reason within 2 years post-CIC or 60 days pre-CIC at acquirer’s request |
| Equity treatment on CIC | Committee may accelerate vesting, cash-out awards at fair value, or provide substitutes; may auto-vest if specified in award terms |
| Clawback | Incentive awards subject to clawback upon restatement, even absent misconduct |
| 401(k) | Company match $2,000 (2024) |
Compensation Structure Analysis
- Cash vs equity mix: 2024 total compensation $1.505m with meaningful equity components (time and performance RSUs); annual incentive partially paid in RSUs with one-year vest, enhancing retention .
- Shift toward PSUs: Ongoing use of stock-price PSUs introduces performance-based equity beyond time RSUs; 2024 PSUs require sustained price levels (≥$6) over 10-day windows in years 1–4 .
- Discretionary annual bonus: Committee applies holistic discretion tied to revenue/EBITDA and strategic execution (divestiture), not a rigid formula—payout $450k amid mixed TSR .
- Governance safeguards: No repricing without shareholder approval; dividends on awards subject to vesting; no tax gross-ups; clawback policy complies with SEC/Nasdaq .
Risk Indicators & Red Flags
- Insider supply overhang: 111,111 RSUs vest 100% on Mar 15, 2025; additional tranches through 2028 could create episodic selling pressure absent 10b5-1 plans .
- CIC benefits: Single multiple (1x) for Lavieri limits parachute inflation risk; double-trigger structure mitigates windfall optics .
- Say-on-pay support: 96% approval in 2024 signals low pay risk, but TSR decline in 2024 underscores sensitivity to share performance .
Investment Implications
- Alignment: Multi-year RSU vesting and price-based PSUs align Lavieri’s incentives with sustained share appreciation and retention; anti-hedging and ownership guidelines further reinforce alignment .
- Near-term supply: The Mar 15, 2025 RSU vest (111,111 shares) is a visible liquidity event; monitor Form 4s/10b5-1 plans for selling pressure signals around vest dates .
- Execution lens: As leader of ISG’s largest region, Lavieri’s performance is tied to revenue/EBITDA delivery and strategic actions (e.g., divestitures), which directly influence annual incentive outcomes; TSR sensitivity remains high given equity-heavy pay .
- Governance quality: No repricing, no tax gross-ups, and a formal clawback reduce compensation risk; CIC terms are shareholder-friendly (double-trigger, 1x multiple) .