Paul Maple
About Paul Maple
Paul Maple, age 50, serves as General Counsel and Secretary of i3 Verticals, Inc. and has held the role since the company’s formation in January 2018; he has been General Counsel of i3 Verticals, LLC since June 2017. Prior to IIIV, he was Chief Compliance Officer and Assistant General Counsel at CLARCOR, Inc. (NYSE: CLC) from May 2007 to May 2017 and previously a partner at Waller Lansden Dortch & Davis, LLP; he holds a B.A. from Harding University and a J.D. from the University of Mississippi . IIIV’s executive incentive design emphasizes adjusted EBITDA, ARR, EBITDA margin, relative stock price vs peers, and multi‑year pro forma adjusted diluted EPS for PSUs—key levers linking pay to performance outcomes .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| i3 Verticals, LLC | General Counsel | Since June 2017 | Lead legal counsel for operating LLC |
| CLARCOR, Inc. (NYSE: CLC) | Chief Compliance Officer & Assistant General Counsel | May 2007 – May 2017 | Compliance and legal leadership at public manufacturer |
| Waller Lansden Dortch & Davis, LLP | Partner | Prior to May 2007 | Private practice leadership |
External Roles
- No current public company board roles disclosed for Maple .
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary Rate (effective Jan 1) | $275,000 | $283,250 |
| Salary Paid | $267,500 | $281,187 |
| Target Bonus % | 25% of base salary | 10% of base salary |
| Actual Cash Bonus Paid | $13,750 (5% of base) | $0 (no bonuses awarded) |
Performance Compensation
Annual Cash Bonus Program (FY 2023)
| Metric | Weighting | Target | Actual | Payout |
|---|---|---|---|---|
| Adjusted EBITDA | Discretionary; no fixed weights | Targets approved; not numerically disclosed | Met guideline | Contributed to 5% of base paid |
| Adjusted EBITDA Margin | Discretionary; no fixed weights | Targets approved; not numerically disclosed | Met guideline | Contributed to 5% of base paid |
| Annual Recurring Revenue (ARR) | Discretionary; no fixed weights | Targets approved; not numerically disclosed | Met guideline | Contributed to 5% of base paid |
| Relative Stock Price vs Peer Group | Discretionary; no fixed weights | Comparative performance vs peers | Not met; stock remained relatively flat | Committee emphasized miss; total payout set to 5% of base |
Performance Stock Units (PSUs)
| Tranche Year | Metric | Target | Actual | Payout | Vesting Design |
|---|---|---|---|---|---|
| FY 2023 tranche (first of 5×5,000) | Pro forma adjusted diluted EPS | $1.63 | $1.52 | 0 shares vested in FY 2023 | 25,000 PSUs eligible to vest 5,000/year over five fiscal years; missed tranches can catch up in later years if future targets are achieved |
Equity Awards and Vesting
Option Grants to Paul Maple
| Grant Date | Options (#) | Exercise Price | Vesting Schedule | Expiration |
|---|---|---|---|---|
| Feb 13, 2023 | 74,667 | $26.31 | 4 equal annual installments starting Feb 13, 2024, service‑based | Feb 13, 2033 |
| Feb 13, 2024 | 75,000 | $19.22 | 4 equal annual installments starting Feb 13, 2025, service‑based | Not disclosed |
Outstanding Equity Awards at 9/30/2023 (Maple)
| Grant Date | Exercisable Options (#) | Unexercisable Options (#) | Exercise Price | Expiration | PSUs (Unearned) (#) | PSUs Market Value |
|---|---|---|---|---|---|---|
| Jun 20, 2018 | 100,000 | — | $13.00 | Jun 20, 2028 | — | — |
| Feb 19, 2019 | 33,333 | — | $21.65 | Feb 19, 2029 | — | — |
| Feb 13, 2020 | 32,000 | — | $32.25 | Feb 13, 2030 | — | — |
| Feb 11, 2021 | 23,333 | 11,667 | $34.20 | Feb 11, 2031 | — | — |
| Sep 24, 2021 | 13,334 | 6,666 | $25.22 | Sep 24, 2031 | — | — |
| Feb 11, 2022 | 11,667 | 23,333 | $26.53 | Feb 11, 2032 | — | — |
| Feb 13, 2023 | — | 74,667 | $26.31 | Feb 13, 2033 | — | — |
| Sep 2, 2022 (PSUs) | — | — | — | — | 25,000 | $528,500 |
At a closing price of $21.31 on Sept 30, 2024, the company estimates accelerated option value of $156,750 and PSU value of $532,750 for Maple under change‑in‑control scenarios; options with exercise prices above $21.31 are excluded per SEC guidance .
Equity Ownership & Alignment
| Ownership Metric | As of Dec 27, 2023 | As of Dec 27, 2024 |
|---|---|---|
| Class A Common Stock Beneficially Owned (includes options exercisable within 60 days and common units treated as Class A per table methodology) | 289,331 | 345,080 |
| Class B Common Units Beneficially Owned | 27,894 | 27,894 |
| Options Exercisable within 60 Days | 255,668 | 311,417 |
| Combined Voting Power % | Less than 1% (“*”) | 1.0% |
| Shares Pledged as Collateral | None disclosed for Maple (contrast: pledges disclosed for other insiders) | |
| Anti‑Hedging Policy | Prohibits hedging/monetization (e.g., collars, swaps) and short sales; discourages standing/limit orders | |
| Clawback (Recoupment) Policy | Dodd‑Frank compliant; mandatory recovery of erroneously awarded incentive comp on “Big R” and “Little r” restatements; applies to current/former Section 16 officers |
Employment Terms
| Scenario (as of 9/30/2024) | Cash Severance | Group Medical Benefits | Accelerated Options | Accelerated PSUs | Total |
|---|---|---|---|---|---|
| Change in Control (no termination) | $— | — | $156,750 | $532,750 | $689,500 |
| Involuntary Without Cause or Voluntary for Good Reason within 12 months following Change in Control (double‑trigger) | $311,575 (12 months base + 10% bonus target) | $15,451 (12 months employer portion) | $156,750 | $532,750 | $1,016,526 |
| Death or Disability | $— | — | $156,750 | $— | $156,750 |
- Change‑in‑Control Agreement: 12 months of base salary plus 10% bonus target; 12 months of medical benefits; immediate vesting of unvested options on change in control and PSUs upon termination or if awards not assumed by acquirer (values based on $21.31 closing price at 9/30/2024) .
- Retirement/Pension: No defined benefit plan; executives participate in broad‑based benefits and 401(k); no tax gross‑ups .
Investment Implications
- Pay mix and vesting cadence point to retention as a key lever: Maple’s 2023 (74,667) and 2024 (75,000) option grants vest over four years, creating steady annual vesting dates (Feb 13, 2024–2028) and (Feb 13, 2025–2029). This structure supports retention but may create periodic liquidity windows coinciding with vesting and blackout policies .
- Performance gating tightened: FY2023 PSUs did not vest (EPS target $1.63 vs actual $1.52), though the plan allows catch‑up vesting if future EPS targets are achieved—linking long‑term upside to sustained earnings execution .
- Alignment and risk posture: Maple’s beneficial ownership equates to ~1.0% combined voting power with no pledging disclosed, and anti‑hedging plus mandatory clawback further align incentives and mitigate governance risk .
- Event‑driven economics: The double‑trigger CIC package (12 months base + 10% bonus target, benefits, and equity acceleration) provides downside protection in a sale while preserving retention until a qualifying termination, supporting continuity yet implying potential accelerated realizations upon M&A events .