Ann Varanakis
About Ann Varanakis
Chief People Officer at LifeStance Health (LFST) since February 2023; age 47 as of April 11, 2025 . Background includes senior HR and operations analytics leadership at Discover Financial Services (2012–2022) and earlier roles at Pfizer (2002–2011); BS University of Utah and MS Northwestern University . Company performance context: 2024 revenue grew 19% to $1.25B, Adjusted EBITDA rose 103% to $119.7M, Free Cash Flow was $85.7M, and net loss narrowed 69% to $57.4M ; cumulative TSR since IPO measured at 34 vs 70 for Russell 2500 Health Care through year-end 2024 . Q3 2025 delivered revenue $363.8M (+16% y/y), net income $1.1M, and Adjusted EBITDA $40.2M (+31% y/y), with raised FY25 EBITDA guidance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| LifeStance Health | SVP, Talent & ESG | 2022–2023 | Led enterprise talent and ESG initiatives prior to elevation to CPO . |
| Discover Financial Services | VP, Enterprise Workforce Management & Operations Analytics | 2014–2022 | Directed workforce management and analytics across the enterprise . |
| Discover Financial Services | Various leadership roles | 2012–2014 | Progressively senior roles in operations . |
| Pfizer, Inc. | Various roles | 2002–2011 | Early career roles in a global healthcare company . |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $333,000 | $350,000 (5% increase) |
| Target Bonus (%) of Base | — | 50% |
| Target Bonus ($) | — | $175,000 |
| Actual Annual Bonus Paid ($) | — | $232,750 (paid early 2025 for FY2024) |
| All Other Compensation ($) | — | $13,800 (benefits/perqs in SCT) |
Notes:
- Target annual bonus for 2024 tied to company metrics (Revenue, Adjusted EBITDA, Free Cash Flow, Patient Satisfaction) with committee calibration for individual accomplishments .
- Bonus payments reflect achievement against 2024 goals determined in early 2025 .
Performance Compensation
Annual Bonus Metrics and Outcomes (FY2024)
| Metric | Target Threshold | Target | Actual | Performance Score |
|---|---|---|---|---|
| Adjusted EBITDA ($MM) | 80 | 85 | 120 | 150% |
| Revenue ($MM) | 1,119 | 1,215 | 1,251 | 124% |
| Free Cash Flow ($MM) | — | — | 86 | 127% |
| Patient Satisfaction (NPS) | — | — | 85 | 125% |
Long-Term Incentives (RSUs granted in 2024)
| Award Type | Grant Date | Shares | Metric/Weighting | Vesting |
|---|---|---|---|---|
| Time-based RSUs | 3/8/2024 | 83,217 | — | 25% on each of first four anniversaries of 3/8/2024 (service-based) |
| Performance-based RSUs | 3/8/2024 | 83,218 | 50% Revenue, 50% Adjusted EBITDA (one-third each year 2024–2026) | Vests upon committee determination of annual goal attainment; 2024 tranche vested Q1 2025 |
Stock Vested (FY2024)
| Name | Shares Vested | Value Realized ($) |
|---|---|---|
| Ann Varanakis | 75,578 | $518,115 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 145,239 shares as of April 11, 2025; less than 1% of outstanding . |
| Shares Outstanding (reference) | 388,882,916 as of April 11, 2025 . |
| Outstanding Equity Awards (Unvested RSUs and Market Value at 12/31/2024) | 38,974 ($287,238) ; 72,114 ($531,480) ; 83,217 ($613,309) ; 27,740 ($204,444) ; 32,052 ($236,223) . |
| Options (Exercisable/Unexercisable) | No option awards reported for Ms. Varanakis in the outstanding awards table . |
| Hedging/Pledging | Company policy prohibits hedging and pledging of company stock . |
| Ownership Guidelines | No specific multiple-of-salary ownership guideline disclosed for executives; not discussed for Ms. Varanakis . |
Employment Terms
| Provision | Detail |
|---|---|
| Employment Start/Contract | Offer letter dated January 25, 2023; provides for base salary (subsequently increased) and incentive bonus opportunity . |
| Restrictive Covenants | Proxy states restrictive covenants (non-compete/non-solicit) apply to named executives other than Ms. Varanakis; none disclosed for her . |
| Clawback | Compensation recoupment policy in place . |
| Hedging/Pledging Policy | Prohibited for directors, officers, and employees . |
| Severance (non‑CIC) | Salary continuation $350,000; continued health benefits $9,713; total $359,713 (no pro‑rata bonus) . |
| Change-in-Control (Double Trigger) | If terminated without cause/for good reason in the CIC window: lump-sum 12 months base salary ($350,000); target annual bonus ($175,000); 12 months health premiums ($9,713); full acceleration of unvested time-based RSUs and performance RSUs at target (granted on/after June 9, 2021), per CIC policy . |
| Estimated CIC Total | $3,052,489 (salary severance $350,000; target bonus $175,000; accelerated LTIP $2,517,776; health benefits $9,713) . |
Compensation Committee and Peer Benchmarking
- Independent consultant Pay Governance engaged; committee reviews peer data (25th/50th/75th percentiles) and Radford database; no excise tax gross-ups; limited perqs; clawback policy; hedging/pledging prohibited .
- 2024 peer group included Addus, agilon health, Astrana Health, Enhabit, GoodRx, Hims & Hers, InnovAge, Option Care Health, Pediatrix, Privia, Talkspace, Teladoc .
Investment Implications
- Pay-for-performance alignment: 2024 bonus metrics (Revenue, Adjusted EBITDA, FCF, Patient Satisfaction) met or exceeded targets, driving above-target bonus for Ms. Varanakis ($232,750 on $175,000 target) and vesting of the 2024 PSU tranche; ongoing PSU tranches for 2025–2026 tie equity value directly to top-line and EBITDA execution .
- Retention and selling pressure: Time-based RSUs (83,217 from 3/8/2024) vest 25% annually through 2028, creating scheduled equity realizations; no stock options outstanding reduce leverage-driven exercise risk. Absence of disclosed non-compete/non-solicit covenants for Ms. Varanakis may modestly elevate retention risk relative to peers with restrictive covenants, though CIC protections and equity acceleration are standard for executives .
- Ownership alignment and governance: Personal ownership is modest (<1%); however, significant unvested RSUs and PSU structure align incentives with multi-year revenue and EBITDA performance. Hedging/pledging is prohibited and a clawback policy is in place, reducing governance red flags .
- Company performance context: Strong operational momentum into 2025 with Q3 results and raised EBITDA guidance supports PSU earnout potential; TSR remains below peer index as of 2024, signaling continued need for execution to close valuation gaps .