Maria Stan

About Maria Stan

Maria Stan is LifeMD’s Chief Accounting Officer and Controller, appointed in April 2024 after serving as Controller (since 2021) and Principal Accounting Officer (since 2022). She is 50 years old, a Certified Public Accountant, and holds a bachelor’s in accounting from CUNY Brooklyn College; she previously spent 20+ years in accounting and finance, including senior roles at Eventus Advisory Group, Kaplan North America (Graham Holdings), Ernst & Young, and KPMG . Company performance incentives in 2024 centered on Telehealth Net Revenue, Telehealth Cash Rebilling Revenue, and Telehealth Adjusted EBITDA, with actuals above targets for the first two and at target for EBITDA; cumulative TSR (per pay-versus-performance) moved from $29.71 in 2022 to $63.06 in 2024 on a $100 base, while Telehealth Adjusted EBITDA turned positive in 2024 vs. 2023, informing pay-for-performance alignment for senior executives broadly .

Past Roles

Organization	Role	Years	Strategic Impact
Eventus Advisory Group	Director, accounting and advisory practice	2017–2021	Structured financial and accounting processes for clients; boutique CFO solutions firm exposure
Kaplan North America (Graham Holdings)	Vice President and Controller	2009–2017	Oversight across multi-geography operations (US, LatAm, Europe, Asia)
KPMG	Senior Manager, audit and advisory	2004–2009	Led audit/advisory projects; progressed to senior manager
Ernst & Young	Manager	Through 2003	Advanced to manager; foundational public accounting experience

External Roles

Not disclosed in company filings for Maria Stan .

Fixed Compensation

Base salary, target bonus %, and actual bonus for Maria Stan are not disclosed in the proxy (NEO tables cover CEO/CTO/CCO only) .

Performance Compensation

While Maria Stan’s specific incentive plan is not disclosed, LifeMD’s 2024 Corporate Bonus Program for senior executives tied payouts to the following metrics and outcomes:

Metric	Weight	Threshold	Target	Maximum	2024 Actual	Payout as % of Target
Telehealth Net Revenue	30%	25% reduction to payout for every $1M below target range	$135–$145M	25% increase to payout per $1M above; plus discretionary at $150M+	$158.4M	200%
Telehealth Cash Rebilling Revenue	30%	25% reduction to payout for every $1M below target range	$100–$108M	25% increase to payout per $1M above; plus discretionary at $112M+	$119.8M	200%
Telehealth Adjusted EBITDA	40%	25% reduction to payout for every $1M below target range	$0–$7M	25% increase to payout per $1M above; plus discretionary at $11M+	$7.4M	100%
Total	100%	—	—	—	—	160% (pre-discretion)

Notes:
- Company defines Telehealth Adjusted EBITDA and provides reconciliations; it excludes items such as stock-based compensation, severance, and SOX readiness .

Equity Ownership & Alignment

Individual beneficial ownership for Maria Stan is not itemized in the Security Ownership table (which lists directors, named executive officers, and certain others); no separate entry is provided for Stan .
Anti-hedging policy: Directors, officers, and employees (and entities they control) are prohibited from hedging LifeMD equity (e.g., collars, swaps, exchange funds) .
Options: The company states it does not currently grant stock options to employees or directors .
Change-in-control acceleration (plan-wide):
- Unvested restricted stock and RSUs vest 100% upon a “Sale Event” under the Third Amended and Restated 2020 Equity and Incentive Plan .
- Options/SARs (if outstanding) become 100% vested upon a Sale Event (though the company is not currently granting options) .

Employment Terms

An employment agreement, severance multiple, or change-of-control terms specific to Maria Stan are not disclosed in the proxy (agreements disclosed are for CEO Schreiber, CTO Wijnker, and CCO/Deputy GC Biffar) .

Company Performance Context (during Stan’s tenure)

Metric	2022	2023	2024
Cumulative TSR (Value of $100 Investment)	$29.71	$105.61	$63.06
Telehealth Adjusted EBITDA (FY)	—	$(5,244,576)	$7,397,189
Telehealth Net Revenue (bonus metric, FY actual)	—	—	$158.4M
Telehealth Cash Rebilling Revenue (bonus metric, FY actual)	—	—	$119.8M

Internal control environment: As of April 24, 2025, the company reported material weaknesses in ITGCs (user access/change management, third-party SOC review) and business process controls over IPE; relevant for accounting oversight and execution risk .

Governance and Compensation Committee Context

Compensation Committee oversees executive compensation, incentive plan structures, and clawback administration; committee composition and charters are disclosed .
Insider Trading Policy and anti-hedging apply company-wide (see alignment notes) .

Say-on-Pay & Shareholder Feedback

Vote (2024 Annual Meeting, Proposal 3 – Say-on-Pay)	For	Against	Abstained	Broker Non-Votes
Results	19,936,967	2,250,462	377,171	7,267,268

Investment Implications

Incentive structure emphasizes growth and profitability (Telehealth Net Revenue/Cash Rebilling and Adjusted EBITDA), which should generally align executive pay with operating performance; however, Stan’s specific targets and payouts are undisclosed, limiting direct pay-for-performance assessment at the individual level .
Equity alignment is supported by anti-hedging rules and plan-level change-in-control acceleration; acceleration can create vesting cliffs that may influence retention and potential selling pressure post-vesting in a sale event, though Stan’s individual equity holdings are not disclosed .
Positive shift in Telehealth Adjusted EBITDA for 2024 alongside above-target revenue metrics supports a constructive operating backdrop; nonetheless, reported material weaknesses in ICFR add execution risk attention for the accounting function during Stan’s tenure as CAO .
With no publicly disclosed employment agreement or severance/change-in-control details for Stan, retention economics are opaque relative to CEO/other NEOs, suggesting limited visibility into her personal incentive levers vs. company-level frameworks .