David Rudow
About David Rudow
David Rudow is Chief Financial Officer of Jamf, appointed CFO effective November 28, 2024 (employment start October 28, 2024). He is 55, a CPA, with an MBA in Finance and Accounting from the University of Chicago Booth and a BS in Business Administration and Accounting from the University of Illinois Chicago . Jamf’s 2024 operating performance (the year immediately preceding his CFO start) included ARR of $646.0M (+10% YoY), revenue of $627.4M (+12% YoY), and non-GAAP operating income of $103.1M (vs. $45.4M in 2023), while GAAP operating loss narrowed to $69.1M (vs. $115.2M), and operating cash flow was $31.2M (vs. $36.0M) . Under the SEC “pay versus performance” disclosure, the reported value of a $100 investment in Jamf for 2024 was $35.84 (company TSR) vs. $260.74 for the peer group TSR benchmark .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Cover Genius | Chief Financial Officer | Aug 2023 – Aug 2024 | Senior finance leadership at a global embedded insurtech |
| Unite Us | Chief Financial Officer | Jan 2023 – Aug 2023 | Led finance at a private tech company |
| nCino | Chief Financial Officer | Oct 2019 – Jan 2023 | Led nCino’s IPO; public-company finance leadership |
| CentralSquare Technologies | SVP, Finance | Jan 2018 – Oct 2019 | Senior finance leadership at a software firm |
| Piper Jaffray; J.P. Morgan; Thrivent Asset Management | Senior roles in investment banking/financial services | ~18 years aggregate | Capital markets and investing experience applicable to Jamf’s public-company finance needs |
| KPMG; PwC | Auditor/consultant (CPA) | Not disclosed | Foundational accounting and audit expertise |
External Roles
No external public company directorships or committee roles were disclosed in the filings reviewed .
Fixed Compensation
| Component | 2024 |
|---|---|
| Base Salary ($) | $450,000 |
| Target Bonus (% of Salary) | 70% |
| Target Bonus ($) | $55,943 (pro-rated for 2024 start) |
| Actual 2024 ACIP Paid ($) | $54,824 (98% of target) |
| All Other Compensation ($) | $1,252 (includes tax gross-up $199; 401(k) $1,038; life insurance $15) |
| Total 2024 Compensation ($) | $6,116,643 |
Performance Compensation
2024 Annual Cash Incentive Plan (ACIP) structure and outcomes (CFO on-boarding year):
- Corporate metrics included ARR and non-GAAP operating income margin; leadership/culture and individual components applied for NEOs . The Committee determined 2024 outcomes at ~98% of target for executive officers; Rudow’s ACIP paid at 98% of target .
| Metric | Weighting | Target | Actual | Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Non-GAAP Operating Income Margin | 40% of target cash award percentage (within corporate goals) | Not disclosed | ~16.4% achieved (company-level) | Contributed to 98% overall payout | Cash, paid per plan |
| ARR | Not disclosed | Not disclosed | $646.0M achieved (company-level) | Contributed to 98% overall payout | Cash, paid per plan |
| Leadership & Culture | Not disclosed | “Target” | Target achieved | Included in 98% payout | Cash, paid per plan |
| Individual Performance | Not disclosed | “Target” | Target achieved | Included in 98% payout | Cash, paid per plan |
Long-term incentives:
- Equity awards are time-based RSUs (no options granted since 2019) .
| Equity Award | Grant Date | Shares (#) | Grant-Date Fair Value ($) | Vesting |
|---|---|---|---|---|
| New-hire RSU | Nov 15, 2024 | 404,312 | $5,999,990 | 25% on each of the first four anniversaries of grant, subject to continued employment |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (4/14/2025) | 0 shares; <1% of outstanding |
| Unvested RSUs at 12/31/2024 | 404,312 units; valued at $5,680,584 at $14.05/share |
| Vested vs. Unvested | Entire 404,312 were unvested at 12/31/2024 |
| Vesting Schedule (New-hire RSU) | Expected 101,078 shares on each anniversary from 11/15/2025–11/15/2028, subject to service |
| Options | None granted to Rudow; company has not granted options since 2019 |
| Hedging/Pledging | Hedging and pledging generally prohibited absent specific written approval; “What we don’t do: allow hedging or pledging of equity” |
Beneficial ownership table basis: 131,818,239 shares outstanding as of April 14, 2025 .
Employment Terms
| Term | Summary |
|---|---|
| Employment type/location | At-will; remote (Florida); extensive travel possible |
| Base salary and bonus | $450,000 base; 70% target bonus (pro-rated in 2024) |
| New-hire equity | $6,000,000 RSUs; 4-year equal annual vesting |
| Severance (Qualifying Termination) | 6 months’ base salary; COBRA differential for severance period; pro-rated target bonus; if during Change of Control Period, 12 months’ salary, COBRA for 12 months, 100% acceleration of unvested time-based equity |
| CIC Period definition | One-year post-CIC and three months pre-CIC (as per 2020 Plan) |
| Estimated termination values (12/31/2024) | Without CIC: cash $280,943; healthcare $16,011; equity acceleration $0; total $296,954. With CIC: cash $505,943; healthcare $32,021; equity acceleration $5,680,584; total $6,218,548 |
| Restrictive covenants | Confidentiality; non-compete; non-solicit; non-recruitment; arbitration. “Restricted Period” generally term of employment plus two years post-termination (state-specific modifications apply) |
| Competitive scope | Device and enterprise mobility management software/services for Apple platforms across regions in which Jamf operates |
| Notice period | 4 weeks’ written notice by either party; salary in lieu at company’s option |
| 280G treatment | Best-net approach (reduction to avoid excise tax if better after-tax or pay in full if better); cutback waterfall specified |
| Clawback | Nasdaq-compliant recoupment for three completed fiscal years for incentive-based comp on restatement; applies to current and former executive officers and incentive pay tied to financial reporting measures |
| Insider trading policy | Prohibits trading on MNPI (except 10b5-1), blackout periods, and prohibits hedging/pledging without Legal approval; bans margin accounts absent approval |
Related Compensation Details and Governance
- Option grants: Company has not granted options or similar option-like instruments since 2019 .
- All Other Compensation 2024: Rudow received $1,252 (tax gross-up $199; 401(k) $1,038; life insurance $15) .
- Pensions/Deferred comp: No NEOs (including Rudow) participated in pension or nonqualified deferred compensation in 2024 or prior years .
- Consultant/peer benchmarking: Committee engaged Radford; RSU targets informed by peer market data .
- Compensation Committee: Vina Leite (Chair), David Breach, Michael Fosnaugh, Martin Taylor .
Performance & Track Record
- CFO appointment and transition: Announced Sept 23, 2024; employment began Oct 28, 2024; became CFO Nov 28, 2024 .
- Prior achievements: Led nCino’s IPO as CFO; extensive capital markets background (Piper Jaffray, J.P. Morgan, Thrivent AM) .
- 2024 operating context: ARR $646.0M (+10% YoY), revenue $627.4M (+12% YoY), non-GAAP operating income $103.1M (vs. $45.4M), GAAP operating loss -$69.1M (vs. -$115.2M), operating cash flow $31.2M (vs. $36.0M) .
Equity Ownership & Trading Signals
| Indicator | Observation |
|---|---|
| Beneficial ownership (as of 4/14/2025) | 0 shares owned; alignment via unvested RSUs |
| Near-term selling pressure | RSUs vest annually; shares are withheld to satisfy payroll taxes on vesting dates (reducing net shares delivered) |
| Insider transactions | No Form 4 filings were found in our SEC document search for the period reviewed (2024–2025) [ListDocuments: type 4 returned 0]. |
| Hedging/pledging | Prohibited without written approval; policy restricts margin accounts and pledging |
Compensation Structure Analysis
- Mix shifts and risk: Pay is heavily equity-based via time-vested RSUs (no PSUs or options), reducing strike-based upside/leverage vs. options but enhancing retention through four-year vesting .
- Pay-for-performance: Cash incentives tied to ARR and non-GAAP operating margin, with 2024 executive payouts at ~98% of target—balanced between growth and profitability .
- Governance protections: Clawback policy compliant with Nasdaq rules; hedging/pledging prohibitions; 280G “best-net” provisions .
- CIC economics: Double-trigger style (Qualifying Termination during CIC period leads to 100% time-based equity acceleration), which can mitigate deal-related retention risk but also concentrates value realization in transaction scenarios .
Investment Implications
- Alignment and retention: The $6.0M time-vested RSU grant with four-year ratable vesting, zero current beneficial ownership, and prohibitions on hedging/pledging suggest alignment is primarily via future equity vesting—supporting retention and long-term orientation, with limited near-term selling pressure aside from tax withholding at vest .
- Incentive design vs. strategy: Annual incentives linked to ARR and non-GAAP operating margin align with Jamf’s 2024 results (ARR +10%, revenue +12%, significant non-GAAP operating improvement), favoring growth with disciplined profitability—supportive for cash flow inflection and investment in security ARR .
- Downside/cycle protection: Severance of 6–12 months plus pro-rated bonus and COBRA, and full acceleration only upon Qualifying Termination during a CIC period, provide competitive but not excessive protection—limiting windfalls absent a transaction .
- Governance risk: Clawback, insider trading restrictions, and absence of options/grant timing issues reduce governance red flags; minor tax gross-up amounts in “All Other Compensation” are modest .
- Execution risk: Rudow’s IPO and capital markets experience should aid Jamf’s investor communications and capital allocation. Near-term TSR under the SEC framework lagged peers in 2024, underscoring the importance of sustained ARR growth and margin expansion under his tenure .