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Daniel E. Bachus

Chief Financial Officer at Grand Canyon EducationGrand Canyon Education
Executive

About Daniel E. Bachus

Daniel E. Bachus, age 54, has served as Grand Canyon Education, Inc. (GCE) Chief Financial Officer since July 2008. He holds a B.S. in Accountancy from the University of Arizona and an MBA from the University of Phoenix, and previously served as Deloitte audit senior manager and Apollo Education Group chief accounting officer/controller . In 2024, GCE delivered $1,033.0 million revenue and $340.0 million Adjusted EBITDA, above maximum incentive thresholds; total shareholder return based on an initial $100 was $171.00 vs the peer group’s $113.82, supporting strong pay-for-performance outcomes . 2024 Say‑on‑Pay support was 96%, and executive pay design emphasizes cash tied to revenue and Adjusted EBITDA plus five‑year, time‑vested equity .

Past Roles

OrganizationRoleYearsStrategic Impact
Grand Canyon Education, Inc.Chief Financial OfficerJul 2008–presentCorporate finance leadership for education services; SEC reporting and investor relations
Loreto Bay CompanyChief Financial OfficerJan 2007–Jun 2008Led finance at a real estate developer
Apollo Education Group, Inc.Chief Accounting Officer & Controller2000–2006Enterprise accounting leadership at major postsecondary education provider
Deloitte & Touche LLPAudit Senior Manager1992–2000Audit leadership and financial controls experience

External Roles

No external public-company directorships or outside roles disclosed for Mr. Bachus in the proxy .

Fixed Compensation

Metric202220232024
Base Salary ($)$390,000 $390,000 $390,000
Target Bonus (% of Base)75.0% 75.0% 75.0%
Threshold/Max Bonus (% of Base)37.5% / 112.5% 37.5% / 112.5% 37.5% / 112.5%
Actual Bonus Paid ($)$419,610 $438,750 $426,081
Other Compensation ($)$938 $938 $938
Total Compensation ($)$1,457,040 $1,476,266 $1,463,440

Notes:

  • CEO/COO/CFO have not accepted base salary increases in over nine years .
  • Perquisites limited to company-paid life insurance and 401(k) match where applicable; no tax gross‑ups .

Performance Compensation

ComponentMetricWeighting2024 Threshold2024 Target2024 Max2024 ActualPayout Rule2024 Payout Applied
Annual Cash IncentiveRevenue50% (of financial metric; financials = 100% of bonus) $1,015.0m $1,023.0m $1,031.0m $1,033.0m 50%/100%/150% of target for threshold/target/max 150.0% for revenue component
Annual Cash IncentiveAdjusted EBITDA50% (of financial metric) $314.755m $322.755m $330.755m $340.0m 50%/100%/150% of target for threshold/target/max 150.0% for EBITDA component
Bonus OutcomeTotal100% financialStraight-line interpolation; must meet both thresholds NEOs elected to cap at 145.7% (vs max 150%) to match senior plan two‑cycle result
Long-Term IncentiveTime‑based Restricted Stock100% time-based4,950 shares granted (Jan 31, 2024) Vests 20% annually over 5 years Grant-date fair value $646,421

Equity Ownership & Alignment

ItemDetail
Beneficial Ownership (Mar 31, 2025)110,253 shares; 0.4% of outstanding
Unvested Restricted Shares (Dec 31, 2024)18,752 shares; market value $3,071,578 at $163.80/share
Vesting Schedule (Restricted Stock)Mar 1, 2025: 6,735; Mar 1, 2026: 5,198; Mar 1, 2027: 3,693; Mar 1, 2028: 2,136; Mar 1, 2029: 990
Ownership GuidelinesNEOs: 3x base salary; compliance for all covered persons as of Dec 31, 2024
Anti‑Hedging/PledgingHedging and short sales prohibited; pledging prohibited except rare pre‑approved exceptions with demonstrated capacity; margin accounts prohibited
Insider Selling Pressure IndicatorsAnnual vesting dates on March 1 over 2025–2029; company prohibits hedging/short sales; any sales around vesting likely subject to blackout/trading policy; no pledges disclosed

Employment Terms

ProvisionKey Terms
Agreement TermFive-year term for NEO employment agreements
Severance (without Cause / for Good Reason)Cash equal to 12 months base salary + 100% of target bonus (paid over 12 months); 12 months COBRA premiums; partial acceleration to next vest date
Change‑in‑ControlDouble trigger required; on qualifying termination within 12 months of CIC: full vesting acceleration; same severance cash and benefits as above
Non‑Compete / Non‑Solicit12 months post‑employment; scope includes education services and any business where executive had significant involvement; restrictions on soliciting employees and business relations
ClawbackRevised policy effective Oct 25, 2023 to comply with SEC/Nasdaq; mandatory recovery of erroneously awarded incentive compensation in restatement scenarios

Potential Payments (Daniel E. Bachus as of Dec 31, 2024)

ScenarioCash Payment ($)Benefits ($)Equity Acceleration ($)
Termination without Cause / for Good Reason$682,500 $25,807 $1,103,193
Same, following a Change in Control$682,500 $25,807 $3,071,578

Compensation Structure Analysis

  • Mix and trends: CFO cash pay (base + bonus) is performance driven with stable base ($390k) and annual bonus outcomes tied to company revenue and Adjusted EBITDA; equity consists solely of five‑year, time‑vested restricted stock grants (no options) .
  • Alignment safeguards: Stock ownership guidelines (3x salary) with compliance; prohibitions on hedging/short sales/pledging; double‑trigger CIC; no single‑trigger acceleration; limited perqs; no tax gross‑ups .
  • Peer and shareholder context: Executive compensation cited as below peers, with 2024 Say‑on‑Pay at 96% approval; TSR outperformed custom peer group in 2024; Compensation Committee independent and may engage external consultant (Mercer not used in 2024) .

Say‑on‑Pay & Shareholder Feedback

  • Advisory vote approval: 96.0% support in 2024; Committee retained approach into 2025 .
  • Anti‑pledging/hedging and ownership guidelines embedded in governance .

Performance & Track Record

  • 2024 results tied to incentives: Revenue $1,033.0m and Adjusted EBITDA $340.0m exceeded maximum levels; NEOs voluntarily capped bonus payout at 145.7% to align with senior plan’s two‑cycle result .
  • Business highlights: Enrollment growth (servicing ~127,150 students and 22 university partners) and margin expansion amid competitive/regulatory pressures .
  • TSR context: GCE’s 2024 value of $100 investment was $171.00 vs peer group $113.82 .

Equity Grant Detail (2024)

Grant DateShares GrantedGrant‑Date Fair Value ($)Vesting
Jan 31, 20244,950$646,42120% annually over 5 years

Investment Implications

  • Pay‑for‑performance alignment is strong: annual cash tied 100% to revenue and Adjusted EBITDA, and five‑year vesting equity supports retention and long‑term value creation .
  • Retention risk appears contained: severance equals 1x salary+target bonus with partial acceleration; double‑trigger CIC requirements avoid windfalls; ownership guidelines and anti‑hedging/pledging policies reinforce alignment .
  • Trading signals: annual vesting events each March 1 (2025–2029) with disclosed share counts could create predictable liquidity windows subject to insider trading policy; no pledging permitted and hedging prohibited .
  • Governance quality: high Say‑on‑Pay support and independent Compensation Committee; executive compensation said to be below peers, which can mitigate pay inflation risk while preserving incentive intensity .