Chad Patterson
iRhythm HoldingsAbout Chad Patterson
Chad Patterson is Chief Commercial Officer at iRhythm Technologies, serving since July 2022. He previously held senior marketing leadership roles at DexCom and global management positions at Nestlé, and holds a B.A. from Gonzaga University and an MBA from USC Marshall . 2024 corporate performance used for executive pay included 20.1% YoY revenue growth, and adjusted EBITDA margin of -1.3% (with added IPR&D impact), which fed into STI funding and PSU achievement frameworks . PSU metrics emphasize Unit Volume CAGR and a Relative TSR modifier versus the S&P Healthcare Equipment Select Industry Index; for the 2022–2024 PSU cycle, Unit Volume CAGR achieved 19.1% (121.4% payout for non-PEO NEOs), and TSR percentile was 33rd (83.3% modifier), yielding 25,546 PSUs earned for Patterson .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| DexCom, Inc. | EVP, Chief Marketing Officer | Jan 2021 – Jul 2022 | Senior commercial leadership in CGM; role description only disclosed |
| DexCom, Inc. | SVP, Global Marketing & Product Mgmt | Mar 2020 – Jan 2021 | Role description only disclosed |
| DexCom, Inc. | VP, Global Marketing & Product Mgmt | Mar 2019 – Mar 2020 | Role description only disclosed |
| DexCom, Inc. | Senior Director, Global Consumer Marketing | Mar 2018 – Mar 2019 | Role description only disclosed |
| DexCom, Inc. | Director of Marketing | Nov 2015 – Feb 2018 | Role description only disclosed |
| Nestlé | Global management positions | 2005 – 2015 | Global management positions; specific impact not disclosed |
External Roles
No external public company directorships or committee roles disclosed for Patterson .
Fixed Compensation
Multi-year summary (proxy-reported totals):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Salary ($) | 190,385 | 461,068 | 516,832 |
| Stock Awards ($) | 6,215,223 | 4,928,829 | 2,704,621 |
| Non-Equity Incentive Plan Compensation ($) | 332,100 | 341,481 | 385,223 |
| All Other Compensation ($) | 9,742 | 33,999 | 36,767 |
| Total ($) | 6,747,450 | 5,765,377 | 3,643,443 |
2024 annual bonus parameters:
| Base Salary (12/31/2024) | Target Bonus % | Corporate Performance Factor | Individual Performance Factor | Resulting Payout ($) | Percent of Target |
|---|---|---|---|---|---|
| 473,800 | 70% | 101% | 115% | 385,223 | 116% |
Short-term incentive design:
- 2024 STI metrics: Revenue 75% weighting; Adjusted EBITDA 25% weighting .
- 2025 change: Added 10% Strategic Objective (FDA remediation); reweighted to 50% Revenue, 40% Adjusted EBITDA, 10% Strategic Objective .
Performance Compensation
2024 long-term incentive grants (annual cycle):
| Award Type | Grant Date | Target Value ($) | Units (#) | Grant Date Fair Value ($) | Vesting |
|---|---|---|---|---|---|
| RSUs | 2/28/2024 | 1,250,000 | 10,742 | 1,270,564 | 25% annually over 4 years |
| PSUs (target) | 2/28/2024 | 1,250,000 | 10,742 | 1,434,057 | 3-year cliff; eligible up to 200% payout; vest around 3/15/2027 |
PSU performance framework and recent outcomes:
- Relative TSR modifier: ≤25th percentile = -25%; 50th percentile = no change; ≥75th percentile = +25%; capped at 200% starting with 2024–2026 cycle .
- 2022–2024 PSU cycle: Unit Volume CAGR threshold/target/max 13%/18%/23%; actual 19.1% (121.4% payout for non-PEO NEOs); TSR percentile 33rd (83.3% modifier). Patterson earned 25,546 PSUs for this cycle .
Stock vested in 2024:
| Shares Vested (#) | Value Realized ($) |
|---|---|
| 7,932 | 764,918 |
Executive achievements tied to payout modifiers (qualitative):
- Drove 20.1% YoY revenue growth via unit volume, record new account openings, deeper IDN/national account penetration; launched Epic Aura collaboration; expanded Zio into four European markets; advanced Japan launch readiness .
Equity Ownership & Alignment
Beneficial ownership and guidelines:
| Holder | Shares Beneficially Owned (#) | % of Outstanding | Ownership Guidelines Compliance | Hedging/Pledging |
|---|---|---|---|---|
| Chad Patterson | 22,406 | <1% | Company states all executives comply; EVP guideline = 2x base salary value; 5-year window to reach | Hedging and pledging prohibited under Insider Trading Policy (with limited pledge exceptions requiring approval); company does not grant options to NEOs currently |
Outstanding equity awards (as of 12/31/2024):
| Grant Date | Type | Unvested/Unearned Units (#) | Market/Payout Value ($) |
|---|---|---|---|
| 2/28/2024 | RSUs | 10,742 | 968,606 |
| 2/28/2024 | PSUs (target) | 10,742 | 968,606 |
| 8/7/2023 | PSUs (target) | 13,589 | 1,225,350 |
| 2/27/2023 | RSUs | 8,005 | 721,811 |
| 2/27/2023 | PSUs (target) | 10,674 | 962,475 |
| 7/25/2022 | RSUs | 10,524 | 948,949 |
| 7/25/2022 | PSUs (target) | 21,050 | 1,898,079 |
Notes:
- RSUs vest 25% per year; PSUs cliff vest after 3 years with TSR modifier and cycle-specific payout caps .
Employment Terms
Company-wide governance and policies:
- No executive employment agreements; at-will employment via offer letters .
- Double-trigger CIC arrangements (require both CIC and qualifying termination) .
- Robust clawbacks: Dodd-Frank restatement clawback and misconduct clawback adopted August 2023 .
Executive Change-in-Control and Severance policy:
- April 2025 proxy policy (in effect for estimates as of 12/31/2024): For Patterson, Non-CIC severance = 12 months base salary and up to 12 months COBRA; CIC severance = 15 months base salary, 100% of target bonus, up to 15–24 months COBRA depending on role, and 100% equity acceleration (performance awards at target unless otherwise provided) .
- Policy enhancements approved Oct 29, 2025: CIC period extended to 24 months post-CIC; for CFO/Chief People Officer/EVPs, CIC severance = 18 months base salary, 150% of target bonus, 15 months COBRA, and 100% equity acceleration; Non-CIC severance = 12 months base salary, 100% of target bonus, 12 months COBRA; performance awards deemed achieved at target unless specified .
Estimated severance economics for Patterson (as of 12/31/2024):
| Scenario | Severance Payment ($) | Medical Benefits Continuation ($) | Accelerated Equity ($) | Bonus ($) | Total ($) |
|---|---|---|---|---|---|
| Termination (No CIC) | 473,800 | 33,900 | — | — | 507,700 |
| Termination (CIC) | 592,250 | 42,375 | 6,775,371 | 331,660 | 7,741,656 |
Legal proceedings (risk indicator):
- Patterson was named in an amended securities class action complaint in 2024; on June 3, 2025, the Court dismissed all individual defendants except the CEO; case now in discovery; related derivative actions stayed pending resolution .
Investment Implications
- Pay-for-performance alignment: Heavy use of PSUs linked to Unit Volume CAGR and Relative TSR, with capped payouts and 3-year cliffs, aligns equity value with multi-year growth and market-relative performance .
- Retention and potential selling pressure: Significant unvested RSUs and PSUs with scheduled vest dates through 2026–2027 create retention hooks; 2024 vesting of 7,932 shares indicates ongoing settlement activity typical for executives, which can contribute to episodic supply around vest dates .
- Severance/CIC economics: The Oct 2025 policy increased CIC cash multiples and bonus percentages for EVP-tier executives, strengthening retention in strategic scenarios but raising potential transaction costs; performance awards vest at target on CIC termination, a standard but shareholder-sensitive feature .
- Alignment and governance: Stock ownership guidelines (EVP = 2x salary), prohibition on hedging/pledging, double-trigger CIC, and dual clawbacks support governance quality and reduce misalignment risk .
- Risk monitor: Ongoing DOJ subpoena matter and securities litigation remain enterprise-level risks; Patterson is not currently an individual defendant post-dismissal, but macro-legal overhang could influence incentive focus and execution priorities .