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Ron Yekutiel

Ron Yekutiel

Chief Executive Officer at KALTURA
CEO
Executive
Board

About Ron Yekutiel

Co‑founder of Kaltura, serving as Chairman, Chief Executive Officer, and since January 15, 2024, also President; age 52; director since 2006; Wharton MBA (2005) with multiple industry recognitions . Under his leadership, Q3 2025 exceeded the upper end of guidance with revenue of $43.9M, record adjusted EBITDA of $4.2M, ARR of $169.1M, and a 14.4M share repurchase from Goldman Sachs at a 25% VWAP discount; Kaltura also signed a definitive agreement to acquire eSelf.ai to accelerate AI avatar agents across the platform .

Past Roles

OrganizationRoleYearsStrategic impact
Kaltura, Inc.Co‑founder; Chairman & CEO; President (from Jan 15, 2024)2006–presentCo‑founded and has led strategy, product expansion and scale across Enterprise/Education and Media/Telecom .
VisualGate Systems Inc.Co‑founder (video surveillance)2003Early video tech entrepreneurship, foundation for later video platform leadership .
GPSoft Ltd./Destinator (Paradigm Advanced Technologies)Co‑founder and led Destinator (GPS navigation/tracking)2001Built and led GPS/navigation unit; operating experience in software platforms .

External Roles

OrganizationRoleYearsStrategic impact
Kaltura Asia Pte Ltd. (affiliate)DirectorNot disclosedRegional affiliate governance and oversight .
Various private companiesDirector/advisorNot disclosedTechnology and SaaS product guidance; startup mentorship .

Fixed Compensation

YearBase salary (USD)NotesConsulting fees (USD/month)Notes
2024$463,651 Paid salary plus Israeli benefits; monthly base NIS 54,967 $9,503 (U.S. Chair); $14,255 (U.K.) Chair and U.K. consulting agreements in addition to CEO employment.
2023$434,496
2025 (effective Jan 1)NIS 832,140 per year (increase of NIS 172,536) Per 2025 amendmentsConsulting agreements continue; see Employment Terms .

Perquisites and benefits (2024 examples): car allowance ($24,298), Israeli education fund ($13,392), disability fund ($2,251), pension and severance contributions ($26,480), and nominal holiday gift tax gross-up ($1,320) .

Performance Compensation

Annual MBO (2024)

MetricWeightingTargetActualPayoutVesting/Settlement
Company recurring revenue & total revenue25%As set in 2024 Executive Compensation Plan108% attainment across company/individual metrics 326,000 MBO RSUs; settled in cash $606,360 Vested on Mar 18, 2025; RSUs settled 100% in cash .
Adjusted EBITDA25%As set in planSee aboveIncluded aboveSee above .
Net new ARR addition25%As set in planSee aboveIncluded aboveSee above .
Individual OKRs25%As set in planSee aboveIncluded aboveSee above .
Stretch bonus>100% attainmentAchieved$47,000 cash Paid in cash .

Definition references: adjusted EBITDA and net new ARR per plan definitions . In 2023, below‑target performance led to forfeiture of 13,218 MBO RSUs (context) .

Long‑Term Equity Awards (select grants)

Grant dateTypeSharesVesting scheduleChange‑in‑control terms
Feb 14, 2024RSUs (LTI)1,830,668 Quarterly over 3 years, first vest Mar 1, 2024, subject to continued employment .Double‑trigger: full acceleration upon qualifying termination within 12 months post‑CoC .
Jan 6, 2025 (2025 plan)RSUs (LTI)2,105,263 Quarterly over 3 years from Jan 6, 2025; first vest Apr 1, 2025 .Double‑trigger: full acceleration upon qualifying termination within 12 months post‑CoC .
Mar 16, 2022RSUs34,592Quarterly over 3 years (first vest Jun 1, 2022) .Per 2021 Plan .
Feb 5, 2023RSUs202,780Quarterly over 2 years (first vest Apr 1, 2023) .Per 2021 Plan .
Legacy optionsStock optionsSee belowFully vested schedules per grant; one legacy performance option canceled (see note)

Note: In June 2024, by mutual agreement, a previously granted performance‑vesting option for 3,150,000 shares (Dec 24, 2020) was canceled to manage share pool usage; unexercised options forfeited without consideration .

Equity Ownership & Alignment

  • Beneficial ownership (company table as of April 21, 2025): 15,352,832 shares (9.6%) . Breakdown includes 10,343,331 common shares, 4,780,668 options exercisable within 60 days, and 228,833 RSUs vesting within 60 days .
  • Schedule 13G (Nov 14, 2025): 15,932,541 shares (9.9%) with sole voting/dispositive power .
DateBeneficial ownership (shares)% of outstandingDetail
Apr 21, 202515,352,832 9.6% Includes 10,343,331 common; 4,780,668 options; 228,833 RSUs within 60 days .
Nov 14, 202515,932,5419.9%Sole voting/dispositive power .

Outstanding equity awards snapshot (as of Dec 31, 2024; select items):

  • RSUs: 1,830,668 (2024 LTI) outstanding; MBO 2024 326,000 vested Mar 18, 2025 and settled in cash .
  • Options (examples): 459,000 (8/14/18; $1.58), 760,500 (8/14/18; $1.58), 411,168 (12/8/21; $4.38); performance option 3,150,000 granted 12/24/20 was canceled June 2024 .

Alignment and pledging:

  • Anti‑hedging policy prohibits hedging transactions by directors/officers; no pledging disclosure or pledged‑share amounts noted in the proxy .
  • Insider trading policy in place; clawback policy adopted per SEC/Nasdaq rules effective Oct 2, 2023 .

Employment Terms

  • Employment: At‑will; current employment agreement originated May 1, 2012 with amendments (2018, 2019, 2021, 2022, 2023, 2024) .
  • Notice period: 180 days by either party; salary continues during notice .
  • 2025 compensation plan amendments (Feb 19, 2025): cash bonus up to $510,000 at 100% target with stretch up to $191,250; 2,105,263 LTI RSUs vesting quarterly over 3 years from Jan 6, 2025; base salary increased to NIS 832,140 effective Jan 1, 2025 .
  • Change‑in‑control: Double‑trigger acceleration for RSUs/options upon qualifying termination within 12 months after a CoC .
  • Severance and benefits (Israel): Company contributes to pension/severance and education funds; not under Section 14 arrangement—upon termination without cause, supplemental severance equals one month salary per year of service minus accumulated severance fund balance (plus release of fund) .
  • Consulting agreements: U.S. Chair consulting ($9,503/month) and U.K. consulting ($14,255/month) with eligibility for MBO bonus; confidentiality covenants; both amended over time, most recently Feb 20, 2024 .
  • Clawback: Policy adopted per Dodd‑Frank/SEC/Nasdaq .
  • Perquisites/tax: Nominal holiday gift tax gross‑up ($1,320 in 2024) and standard Israeli benefits; no broader tax gross‑ups disclosed .

Board Governance

  • Board service: Director since 2006; currently Class I nominee for term expiring 2028 .
  • Roles: Combined Chair and CEO; Board determined combined structure is appropriate with a Lead Independent Director (Ronen Faier) providing counter‑balance .
  • Independence: Five of six directors independent (all except CEO/Chair) .
  • Committees and chairs (independent):
    • Audit: Chair Ronen Faier; members Naama Halevi Davidov, Richard Levandov; 7 meetings in 2024 .
    • Compensation: Chair Naama Halevi Davidov; members Ronen Faier, Eyal Manor; 7 meetings in 2024 .
    • Nominating & Governance: Chair Ronen Faier; members Richard Levandov, Eyal Manor; 4 meetings in 2024 .
  • Board activity: 10 board meetings in 2024; all directors attended >75%; executive sessions held at least twice per year without management .

Dual‑role implications: Combined Chair/CEO heightens independence concerns; mitigants include Lead Independent Director role, independent committee leadership, and regular executive sessions .

Compensation Structure Analysis

  • Cash vs equity mix trend: 2024 stock awards rose to $4.64M from $3.96M in 2023; salary modestly increased to $463.7k from $434.5k .
  • Shift in incentives: 2024 annual MBO delivered wholly in cash‑settled RSUs plus a cash stretch bonus, reducing share issuance and near‑term dilution while preserving pay‑for‑performance linkage to revenue, adjusted EBITDA, net new ARR, and individual OKRs (equally weighted) .
  • Option program changes: Cancellation of a large performance option (3.15M shares) in June 2024 reduced potential overhang; no repricing disclosed .
  • Clawback and anti‑hedging: Strengthens governance posture and recourse on incentive compensation .

Director Compensation (context)

Non‑employee directors receive cash retainers and annual RSUs ($180,000 grant value), with additional fees for committee roles; Ron Yekutiel is an employee‑director and compensated via employment/consulting arrangements rather than the non‑employee program .

Performance & Track Record Highlights

  • Financial execution (Q3 2025): Revenue $43.9M (-1% y/y), ARR $169.1M (slight increase), GAAP gross margin 70%, adjusted EBITDA $4.2M; non‑GAAP operating profit $3.1M .
  • Strategic moves: Signed to acquire eSelf.ai to expand into immersive AI agent avatars; concurrently repurchased 14.44M shares from Goldman Sachs at $1.15/share (25% VWAP discount), reducing share count .
  • Operating commentary: CEO emphasized AI product momentum (Genie/Content Lab), improved gross retention in Media & Telecom, and expectation for bookings acceleration; noted customer project timing shifts into next year .

Equity Ownership & Alignment Table (detail)

ComponentAmount
Common shares held (Apr 21, 2025)10,343,331
Options exercisable within 60 days (Apr 21, 2025)4,780,668
RSUs vesting within 60 days (Apr 21, 2025)228,833
Total beneficial ownership (Apr 21, 2025)15,352,832 (9.6%)
Total beneficial ownership (Nov 14, 2025, 13G)15,932,541 (9.9%)

Risk Indicators & Red Flags

  • Dual role (Chair/CEO): Governance risk partially mitigated by Lead Independent Director and independent committees .
  • Consulting plus employment pay: Separate U.S./U.K. consulting fees for Chair role in addition to CEO pay; structure warrants investor attention for clarity of role compensation .
  • Tax gross‑ups: Only nominal holiday gift gross‑ups disclosed; no broad tax gross‑ups .
  • Equity overhang: Large 2024/2025 LTI RSUs vesting quarterly create ongoing supply, though 2024 MBO RSUs were cash‑settled and a prior large performance option was canceled .
  • Pledging: No pledging policy disclosure and no pledged‑share disclosure noted; anti‑hedging policy in place .

Investment Implications

  • Alignment: ~10% insider ownership, rigorous performance metrics (revenue, adjusted EBITDA, net new ARR, individual OKRs), clawback, and cash‑settled MBO indicate solid pay‑for‑performance and reduced immediate dilution .
  • Retention vs selling pressure: Quarterly‑vesting LTI RSUs (2024/2025) support retention; 2024 MBO settled in cash reduced near‑term stock supply; prior performance option cancellation lowered overhang .
  • Governance: Combined Chair/CEO and dual employment/consulting compensation merit monitoring; mitigants include Lead Independent Director, independent committees, regular executive sessions, and formal policies (clawback/insider trading) .
  • Execution signaling: Q3 2025 outperformance vs guidance, AI agent expansion (eSelf.ai), and a sizable, discounted repurchase from a legacy investor suggest management confidence in mid‑term growth and profitability trajectory .