Ryan McGroarty
About Ryan McGroarty
Ryan McGroarty, age 52, has served as LifeStance Health Group’s Chief Financial Officer and Treasurer since March 17, 2025. He previously served as CFO of Help at Home, LLC (Sep 2021–Mar 2025) and held multiple CFO roles at The Cigna Group, including CFO of Cigna’s Government Business Segment (2017–Sep 2021) and CFO of Cigna HealthSpring (2014–2017). He holds a BA in Finance from Michigan State University and an MBA from the University of Rochester . Company performance context prior to his appointment: FY2024 revenue grew 19% to $1.25B and Adjusted EBITDA increased 103% to $119.7M, with free cash flow of $85.7M .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Help at Home, LLC | Chief Financial Officer | Sep 2021–Mar 2025 | Led finance, accounting, treasury, and revenue management functions at the largest U.S. homecare company . |
| The Cigna Group | CFO, VP Government Business Segment | 2017–Sep 2021 | CFO leadership for Government Business; prior CFO of Cigna HealthSpring (Medicare Advantage) . |
| Cigna HealthSpring | Chief Financial Officer | 2014–2017 | Segment CFO responsibilities for HealthSpring . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Not disclosed | — | — | No public company directorships disclosed in the proxy’s executive officer section . |
Fixed Compensation
| Element | Amount | Effective date | Terms |
|---|---|---|---|
| Base salary | $550,000 | Mar 17, 2025 | Per employment agreement . |
| Target annual bonus | 85% of base salary | 2025 plan year | Actual payout based on achievement of performance objectives . |
| Sign-on bonus (cash) | $570,000 | On commencement (2025) | One-time; subject to repayment in certain circumstances . |
Performance Compensation
Equity Incentives (Initial CFO Grant)
| Grant type | Target grant date value | Grant date | Vesting schedule | Performance conditions |
|---|---|---|---|---|
| Time-based RSUs | Included in ~$5,000,000 aggregate | Mar 17, 2025 | 1/3 on each of the first three anniversaries (Mar 17, 2026; Mar 17, 2027; Mar 17, 2028), subject to continued employment . | |
| Performance-based RSUs | Included in ~$5,000,000 aggregate | Mar 17, 2025 | 1/3 on each of the first three anniversaries, vesting solely to the extent underlying performance targets are achieved, subject to continued employment . |
Annual Bonus Plan Metrics (Company program design)
| Metric category | Notes |
|---|---|
| Revenue | Used in 2024 bonus framework . |
| Adjusted EBITDA | Used in 2024 bonus framework . |
| Free Cash Flow | Used in 2024 bonus framework . |
| Patient Satisfaction | Used in 2024 bonus framework . |
Company RSU Performance Outcomes (Context: FY2024, for NEO awards)
| Performance period year | Metric (weight) | Threshold ($) | Target ($) | Actual ($) | Payout (% of target RSUs) |
|---|---|---|---|---|---|
| 2024 | Revenue (50%) | 1,119M | 1,215M | 1,251M | 100% . |
| 2024 | Adjusted EBITDA (50%) | 80M | 85M | 120M | 100% . |
Note: The company historically ties performance RSUs to revenue and Adjusted EBITDA; specific metric weights/targets for McGroarty’s 2025–2027 PSUs were not disclosed in the 8‑K .
Equity Ownership & Alignment
| Item | Ryan McGroarty | Company context |
|---|---|---|
| Beneficial ownership (shares) | Not individually disclosed in Beneficial Ownership table as of Apr 11, 2025 | 388,882,916 shares outstanding . |
| Ownership % of outstanding | N/A | — |
| Hedging/pledging policy | Hedging and pledging of company stock are prohibited . | |
| Clawback policy | Dodd‑Frank compliant clawback adopted Nov 2023; applies to Section 16 officers (includes CFO) . | |
| Equity compensation plan | 2021 Equity Incentive Plan; grants may be time- and performance-based RSUs; no stock options granted to NEOs in 2024 . |
Employment Terms
| Term | Detail |
|---|---|
| Start date | Appointed CFO and Treasurer effective March 17, 2025 . |
| Employment agreement | Provides base, target bonus, sign-on bonus, and equity grants as noted; bonus paid based on performance objectives . |
| Severance (non‑CIC) | If terminated without cause or resigns for good reason: continued payment of base salary for 12 months, subject to release; also eligible under Company Severance and Change in Control Policy . |
| Change-in-control (CIC) policy | Double-trigger: if terminated without cause or resigns for good reason within 6 months before to 12 months after CIC → lump sum salary (12 months for participants other than CEO), lump sum target annual bonus, health benefit payments; full acceleration of unvested time-based awards and PSUs granted on/after Jun 9, 2021 (PSUs deemed earned at target and converted to time-based) . |
| Equity vesting treatment (CIC/non‑CIC) | CIC acceleration as above; otherwise vesting per award terms; RSUs vest over three years from grant date . |
| Restrictive covenants | Confidentiality/IP assignment; non‑compete and non‑solicit during employment and for 18 months post‑termination . |
| Tax gross‑ups | No agreements providing change in control excise or other tax gross‑up provisions for executives . |
| 401(k)/retirement | Company offers 401(k) with employer match; no SERP or other non‑qualified retirement benefits . |
| Insider trading/hedging | Insider Trading Policy in place; prohibits hedging; policy document filed with FY2024 Form 10‑K . |
| Proxy holder designation | McGroarty designated as one of the proxy holders for the 2025 Annual Meeting . |
Investment Implications
- Compensation alignment: Heavy use of RSUs with three-year vesting and performance conditions ties McGroarty’s realized pay to multi-year operational delivery; prohibition on hedging/pledging and an active clawback further strengthen alignment .
- Retention risk: An 18-month non‑compete/non‑solicit and staggered three-year RSU vesting reduce near-term attrition risk; severance provides 12 months’ salary if terminated without cause/good reason, balancing retention with governance .
- Potential selling pressure windows: Annual RSU vesting dates around March 17 in 2026, 2027, and 2028 could create incremental supply; PSUs add variability based on performance determination timing .
- CIC economics: Double-trigger severance plus full acceleration of unvested equity (PSUs at target) can be value-meaningful in M&A scenarios; investors should model dilution/overhang and potential lump-sum cash obligations under CIC .
- Performance levers to watch: Revenue, Adjusted EBITDA, and free cash flow have historically driven incentive outcomes; FY2024 achieved 100% PSU payouts on these metrics, underscoring sensitivity of equity vesting to operational execution .