Jean Jacques Blanc
IROBOTAbout Jean Jacques Blanc
Executive Vice President and Chief Commercial Officer at iRobot since February 2020; age 59; graduate of Institut Superieur du Commerce (Paris). He leads global go‑to‑market and previously ran EMEA as VP/GM (2017–2020) and VP Sales & Marketing EMEA (2014–2017) . Company performance during his tenure was challenged: 2024 revenue was $681.8M with a 23% YoY decline and GAAP operating loss of $103M amid restructuring and competition . iRobot’s TSR declined materially over 2020–2024, consistent with pay-versus-performance disclosures (see table below) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| iRobot (EMEA) | VP Sales & Marketing EMEA | Apr 2014 – Feb 2017 | Built regional sales/marketing; foundation for later EMEA leadership |
| iRobot (EMEA) | VP & GM, EMEA | Mar 2017 – Feb 2020 | Led EMEA operations and commercial execution |
| iRobot | EVP, Chief Commercial Officer | Feb 2020 – Present | Leads global go-to-market commercial strategy |
Fixed Compensation
Summary compensation when Blanc was a Named Executive Officer:
| Metric (USD) | 2021 | 2022 |
|---|---|---|
| Base Salary | $409,897 | $409,683 |
| Bonus | $100,000 (one-time for dual roles) | $225,000 (one-time tied to relocation to U.S.) |
| Stock Awards (Grant-date FV) | $1,231,486 | $1,151,208 |
| All Other Compensation | $154,676 (UK allowances + tax gross-ups, pension, intl health plan) | $219,330 (UK allowances + tax gross-ups, pension; $109,502 relocation) |
| Total | $1,896,059 | $2,005,221 |
Base salary trajectory disclosed in base salary tables:
- $414,296 (2021), $409,683 (2022), $425,000 (2023) .
Key perquisites while UK-based:
- Car allowance $9,910; housing allowance $38,550; school allowance $16,517; tax gross-ups on housing $34,188 and school $14,648; pension contributions $24,462; international health plan $16,401 (2021) .
- Car $1,626; housing $6,326; school $2,710; tax gross-ups $5,610 (housing) and $2,403 (school); pension $4,079; vacation payout $77,924; relocation assistance $109,502 (2022) .
Performance Compensation
Annual bonus plan (SEICP) – 2022 outcomes (Blanc was an NEO; no payout):
| Metric | Weighting | Threshold | Target | Maximum | 2022 Actual | Payout (% of Target) |
|---|---|---|---|---|---|---|
| Non-GAAP Operating Income (excl. cash incentive expense) ($MM) | 50% | $75.4 | $83.8 | $111.5 | $(151.6) | 0% |
| Company Revenue ($MM) | 50% | $1,794.5 | $1,888.9 | $2,226.8 | $1,183.3 | 0% |
| Total Payout | — | — | — | — | — | 0% |
Long‑term incentives – grants and vesting/performance:
- 2022 Grants-of-Plan-Based Awards (Blanc): RSUs 9,988 shares (time-based); PSUs Target 9,988 (rTSR vs Russell 2000 over 1, 2, 3 years) .
- 2019 PSU cycle (3‑year cumulative GAAP Operating Income): Threshold $347MM / Target $391MM / Max $521MM; actual $231.8MM → 0% earned for all participants .
- 2022 PSU (company-wide rTSR design): Overall % earned across the three performance tranches was 26.7% (64% earned in 1‑yr, 16% in 2‑yr, 0% in 3‑yr) .
Plan design features and metrics emphasized across years:
- Most important metrics linking “compensation actually paid” to performance in 2024: Relative TSR, Non‑GAAP Operating Income (Loss), Revenue .
Equity Ownership & Alignment
Beneficial ownership (historical disclosures):
- 19,171 shares as of March 11, 2022 (less than 1%) .
- 16,613 shares as of March 11, 2023 (less than 1%) .
Outstanding and vested equity (as of fiscal year-end):
- 2021 outstanding: RSUs 642 (3/9/2018), 1,022 (3/8/2019), 11,122 (3/6/2020), 5,160 (3/12/2021); PSUs 3,707 (3/6/2020), 1,290 (3/12/2021). Stock options exercisable: 256 (3/11/2016, $33.14), 380 (6/10/2016, $37.62) .
- 2022 outstanding: RSUs 511 (3/8/2019), 7,414 (3/6/2020), 3,870 (3/12/2021), 9,988 (3/11/2022); PSUs 6,658 (3/11/2022) .
- Option exercises and stock vested: 2021 options exercised 1,118 shares, value realized $101,364; 2021 stock vested 6,525 shares, value $771,346 . 2022 stock vested 6,151 shares, value $370,433 .
Hedging/pledging, guidelines, and compliance:
- Hedging/short sales/puts/calls and pledging prohibited unless the Compensation & Talent Committee approves; no approvals to date .
- Stock ownership guidelines: executives must hold 2x–6x base salary; must retain 20% of shares from vest/exercise until compliant (5-year compliance window) .
Employment Terms
Executive agreements (structure applies to senior executives; Blanc was covered when an NEO):
- Severance (no change-in-control): 100% of base salary paid over 12 months, plus prorated target cash incentive, plus up to 12 months of health/dental/vision premiums .
- Change‑in‑control (double-trigger): 200% of base salary and 200% of highest target cash incentive paid over 24 months; accelerated full vesting; up to 24 months of premiums; subject to release and adherence to noncompetition/nondisclosure .
- Illustrative 12/31/2022 estimates for Blanc: Without cause – $212,500 base + $11,093 premiums = $223,593 total . CIC – $850,000 base + $637,500 bonus + $44,372 premiums + $2,491,257 equity acceleration = $4,023,129 total .
- Clawback: Amended/restated policy (Aug 1, 2023) mandates recovery of erroneously awarded incentive comp for current/former executive officers for three fiscal years prior to a restatement .
- Section 16(a) compliance: One delinquent Form 4 filed March 8, 2024 for PSUs vesting Feb 21, 2024 (company-wide note) .
Performance & Track Record
Stock performance (pay‑versus‑performance TSR index values; $100 initial investment basis, FY-end):
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Company TSR ($) | 158.58 | 130.12 | 95.06 | 76.44 | 15.31 |
| Peer Group TSR ($) | 174.43 | 167.18 | 90.80 | 123.30 | 141.02 |
| Net Income ($000s) | 147,068 | 30,390 | (286,295) | (304,710) | (145,518) |
| Non-GAAP Operating Income (Loss) ($000s) | 144,230 | 24,792 | (172,594) | (198,775) | (117,837) |
Commercial execution context (2024 CD&A):
- 2024 revenue impacted by lower orders and increased competition across U.S., EMEA, Japan; significant restructuring (51% workforce reduction; $215M OpEx cut YoY); shift to robotic floorcare, supply chain moves, and marketing consolidation .
Compensation Structure Analysis
- Cash/equity mix: Heavy equity emphasis (RSUs/PSUs) in 2021–2022; no annual incentive payouts when thresholds missed (pay-for-performance discipline) .
- Shift in LTI risk: 2022 introduced 3‑tranche rTSR PSUs; payout capped at target if absolute TSR negative, reducing windfall risk; overall earned only 26.7% across tranches .
- Perquisites/gross-ups: UK-based allowances included tax gross-ups (shareholder-unfriendly signal), though tied to market practice and relocation transition .
- Ownership alignment: Guidelines require meaningful holdings and retention; hedging/pledging ban enhances alignment .
Compensation Peer Group & Say‑on‑Pay
- Peer group: Consumer/broader tech cohort (e.g., Alarm.com, Corsair, Garmin, Logitech, NETGEAR, Roku, Sonos, Trimble, Universal Electronics, plus broader tech names); early‑2024 decisions referenced 2023 peer group with emphasis on 25th percentile; later used survey data reflecting ~$335M median market cap .
- 2024 say‑on‑pay approval: For 11,269,907 (92.4%) vs Against 922,741 (7.6%) .
Equity Ownership & Alignment (Detail)
| Item | Detail |
|---|---|
| Beneficial Ownership (Mar 11, 2022) | 19,171 shares; less than 1% |
| Beneficial Ownership (Mar 11, 2023) | 16,613 shares; less than 1% |
| Options (exercisable) | 256 @ $33.14 (3/11/2016); 380 @ $37.62 (6/10/2016) |
| Option Exercises | 1,118 shares; $101,364 value realized (2021) |
| RSUs/PSUs Outstanding (2022 YE) | RSUs: 511, 7,414, 3,870, 9,988; PSUs: 6,658 |
| Insider Trading Policy | Hedging, short sales, put/call transactions and pledging prohibited absent committee approval (none granted) |
| Ownership Guidelines | 2x–6x salary; retain 20% of shares until compliant; 5 years to comply |
Employment Terms (Detail)
| Scenario (12/31/2022 illustration) | Components | Amount |
|---|---|---|
| Termination without cause (not CIC) | Base salary + health premiums | $212,500 + $11,093 = $223,593 |
| Change‑in‑control (double-trigger) | 200% salary + 200% bonus + premiums + equity acceleration | $850,000 + $637,500 + $44,372 + $2,491,257 = $4,023,129 |
| Policy mechanics | Severance structure and vesting acceleration, subject to release and covenants | See executive agreements |
| Clawback | 3-year lookback for erroneously awarded incentive comp tied to restatements | Adopted Aug 1, 2023 |
Performance Compensation (PSU Design Summary)
| PSU Program | Metric | Periods | Earned/Payout |
|---|---|---|---|
| 2019 Grant | GAAP Operating Income (cumulative) | 2019–2021 | Actual $231.8M vs $347M threshold → 0% |
| 2022 Grant | rTSR vs Russell 2000; cap at target if absolute TSR negative | 1‑yr, 2‑yr, 3‑yr tranches | Overall 26.7% earned (1‑yr 64%, 2‑yr 16%, 3‑yr 0%) |
Investment Implications
- Alignment and sensitivity: Blanc’s variable pay tied to revenue, operating income and rTSR led to zero annual bonus payouts when thresholds missed and low PSU realizations across cycles, signaling strong pay-for-performance alignment but limited realized comp in downcycles .
- Retention and liquidity risk: Historical UK relocation/gross-up benefits are non-recurring; severance/CIC economics for executives are robust (200% salary+bonus with accelerated vesting), which could create retention but introduce sale‑event costs; hedging/pledging prohibitions reduce misalignment risk .
- Execution risk: 2024 disclosures cite broad competitive pressures and restructuring; as CCO, Blanc’s commercial leadership is central to reversing revenue declines (–23% in 2024) and improving margins, but recent TSR and operating results underscore elevated execution risk .
Note: Where 2025 NEO disclosures did not list Blanc, historical 2021–2023 proxy disclosures (when he was an NEO) were used; current beneficial holdings were not individually enumerated in 2025’s table, but Section 16 compliance notes include Blanc in 2024 .