John Sabino
LIVEPERSONAbout John Sabino
John Sabino, age 52, has served as LivePerson’s CEO and a Class II director since January 10, 2024, bringing senior leadership experience across enterprise software and customer success at VMware, Splunk, and GE Digital, and earlier service as a U.S. Army captain; he holds an MBA from USC Marshall and a BS from West Point . During 2024, LivePerson reported a net loss of $134.3 million and a cumulative TSR equivalent to $4.26 on a hypothetical $100 investment (SEC pay-versus-performance disclosure), contextualizing a year of transition under Sabino's tenure . The CEO’s sign-on package was designed to tightly link pay to value creation, with performance stock options requiring sustained 30-day average prices of $8.00 and $13.00 before vesting; as of the 2025 proxy, these options had zero current realizable value, reinforcing pay-for-performance alignment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| VMware, Inc. | Chief Customer Officer | Oct 2021 – Jan 2024 | Led 7,000-person global customer success organization |
| Splunk Inc. | Chief Customer Officer | 2017 – Oct 2021 | Oversaw customer experience for 18,000+ customers |
| GE Digital (GE Vernova) | Chief Operating Officer | Mar 2015 – Apr 2017 | Led operations, strategy, go-to-market, technology infrastructure |
| GE Capital; NBCUniversal | Executive roles | Not disclosed | Led commercial operations and strategic initiatives |
| U.S. Army | Captain | Not disclosed | Early leadership and operational experience |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Public company boards | Director | 0 | No current public company directorships disclosed |
| — | — | — | No other external board roles disclosed in proxy |
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Base Salary ($) | $535,545 | Employment agreement specifies $550,000 annual base |
| Benefits and Other ($) | $27,798 | Includes life insurance ($660), 401(k) match ($8,177), health/dental/vision/disability ($18,961) |
Performance Compensation
| Metric | Weight | Threshold / Target / Max | Actual | Payout % of Target | Vesting/Payment |
|---|---|---|---|---|---|
| B2B Recurring Monthly Revenue ($mm) | 30% | 296 / 307 / 320 | 289 | 0% | Annual cash bonus |
| B2B New Annual Recurring Revenue ($mm) | 30% | (31) / (23) / 8 | (55) | 0% | Annual cash bonus |
| B2B Free Cash Flow ($mm) | 40% | (6) / 2 / 10 | 3 | 100% | Annual cash bonus |
| CEO Target Bonus ($) | 100% of salary | $550,000 | Earned 30% ($165,000) | 30% | Paid in cash |
Equity Awards (Structure, Sizing, Vesting)
| Award Type | Grant Date | Shares / Fair Value | Key Terms (Strike; Hurdles; Expiration) | Vesting |
|---|---|---|---|---|
| RSU (sign-on, 2-year) | 3/15/2024 | Grant-date fair value $789,678 | — | Vests in two equal annual tranches over 2 years; 774,194 shares vest across the two tranches |
| RSU (sign-on, 4-year) | 3/15/2024 | Grant-date fair value $2,632,259 | — | 25% at 1st anniversary, then 12 substantially equal quarterly installments; 2,580,645 shares subject to quarterly schedule |
| Performance Stock Option (sign-on) | 3/15/2024 | 1,000,000 options; fair value $169,000 | $1.02 strike; 30-day avg price hurdles at $8 (50%) and $13 (remaining 50%); expires 3/15/2034 | Two-tier performance hurdles; time-based: 50% at 24 months then monthly over 24 months post-24-month date contingent on hurdle achievement |
| RSUs outstanding (12/31/2024) | — | 3,354,839 unvested; market value $5,099,356 at $1.52/share | — | As above |
Note: The sign-on performance option’s current realizable value reported as $0, underscoring strict pay-for-performance alignment .
Equity Ownership & Alignment
| Date | Beneficial Ownership (Common) | % of Outstanding | Detail |
|---|---|---|---|
| May 1, 2025 | 759,092 shares (incl. 161,290 RSUs vesting within 60 days) | <1% | CEO ownership reflects recent appointment; unvested RSUs in place |
| Sep 15, 2025 | 852,294 shares | <1% (asterisked in table) | Increase vs. May likely from RSU vesting; still under 1% |
- Stock ownership guidelines: CEO must hold 5x base salary; measurement by 2027; unvested RSUs/stock options do not count toward compliance .
- Hedging/pledging: Prohibited for officers and directors; no short sales, no put/call transactions, no margining/pledging of company stock .
- Insider selling pressure: RSUs vesting in annual and quarterly tranches could create periodic supply; director/exec ownership guidelines and prohibitions mitigate hedging/pledging-driven sales .
Employment Terms
| Provision | Key Economics | Triggers |
|---|---|---|
| Severance (without Cause / Good Reason) | 18 months salary; prorated target bonus (non-prorated if within 3 months pre- or 12 months post-Change in Control); prior-year earned bonus if unpaid; 18 months COBRA differential | Termination by Company without Cause or resignation for Good Reason |
| Change-in-Control treatment (double trigger) | Full acceleration of time-based equity (excluding Sign-on Option) if terminated in 3 months pre- or 12 months post-CIC; performance awards per grant terms; for Sign-on Option: (i) time-based acceleration for achieved hurdle portion, (ii) 50% hurdle deemed met if CIC price ≥$8, (iii) 100% hurdle deemed met if CIC price ≥$13; otherwise unvested forfeited | CIC plus qualifying termination (double trigger) |
| Death/Disability | Prior-year earned bonus; 18 months Company-paid health insurance continuation (minus active employee cost); vested options exercisable up to 12 months or original expiry | Death or Disability |
| Clawback | Omnibus clawback policy effective Oct 2, 2023; recovers erroneously awarded incentive compensation upon accounting restatement; applies to covered executives including NEOs | |
| Deferred compensation | Plan exists; current NEOs have not elected deferrals |
Board Governance and Director Service
- Board service: Class II director since January 2024; not independent (employee director) .
- Committee roles: No committee assignments listed for the CEO; Audit, Compensation, and Nominating & Corporate Governance Committees are entirely independent .
- Governance mitigants to dual-role: Independent Chair (Jim Miller) , regular executive sessions of independent directors , committee independence and charters .
- Attendance: Directors attended ≥75% of Board and committee meetings in 2024 .
- Say-on-Pay: 2024 approval exceeded 88%, interpreted by Board/Comp Committee as support for pay design .
Compensation Peer Group (2024 process snapshot)
Compensation benchmarking references a peer set including Amplitude, Bandwidth, BigCommerce, Cerence, CONSENSUS, Domo, 8x8, Fastly, Model N, Olo, OneSpan, PROS, Synchronoss, Ooma, Porch Group, Rimini Street, Upland, Yext, Zuora (updated in July 2024) to align pay levels with size/industry dynamics; Compensia engaged as independent advisor and reviewed for independence .
Related Party Transactions and Red Flags
- Related party transactions: None involving Sabino disclosed; a Cooperation Agreement with Vector Capital governs board refreshment and voting/standstill provisions, not tied to Sabino .
- Equity plan governance: No option repricing without stockholder approval; minimum vesting standards; no tax gross-ups; dividend equivalents payable only upon vesting .
- Insider policies: Comprehensive prohibitions on hedging, short sales, margining/pledging help align interests with shareholders .
Investment Implications
- Pay-for-performance alignment is robust: the CEO’s large sign-on equity is predominantly at-risk, with the performance option requiring sustained price hurdles ($8/$13) to vest and reported as having zero realizable value at the time of the 2025 proxy .
- Near-term selling pressure risk exists from RSU vesting tranches; mitigants include stringent ownership guidelines (5x salary target by 2027) and prohibition on hedging/pledging/margining .
- Retention risk appears moderate: double-trigger CIC protections and 18-month severance provide stability, while clawback policy and independent committees reinforce governance discipline .
- Performance backdrop: 2024 bonuses paid at 30% of target driven solely by Free Cash Flow attainment; revenue growth/new ARR missed targets, indicating execution gaps to monitor under Sabino’s operational agenda .
- Governance of the dual role (CEO + director) is counterbalanced by an independent Chair, independent committees, and active board refresh; say-on-pay support suggests investor acceptance of compensation architecture despite performance volatility .