Greerson McMullen Sr.
About Greerson McMullen Sr.
Greerson G. McMullen Sr. (age 63) serves as Executive Vice President, General Counsel and Secretary of Stride, Inc. (LRN), appointed effective March 3, 2025 . His fiscal 2025 annual incentive was tied 50% to revenue and 50% to Adjusted EBITDA, with targets set at $2,265.0 million revenue and $476.8 million Adjusted EBITDA; Company achievement was 162% (revenue) and 200% (Adjusted EBITDA), yielding 181% of target bonus (prorated for his partial year) . He received a $1.5 million sign‑on restricted stock award vesting over three years to align retention and shareholder value .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| LGC Ltd (London) | General Counsel & Company Secretary | Sep 2020 – Jan 2024 | Not disclosed |
| Coty Inc. | Chief Legal Officer & General Counsel | Oct 2016 – Jan 2020 | Not disclosed |
| Schweitzer‑Mauduit International | General Counsel | Not disclosed | Not disclosed |
| The ServiceMaster Company | General Counsel | Not disclosed | Not disclosed |
| CNL Hotels & Resorts | General Counsel | Not disclosed | Not disclosed |
| Global Signal Inc. | General Counsel | Not disclosed | Not disclosed |
| General Electric | Various legal positions | Not disclosed | Not disclosed |
| Sullivan & Cromwell (Washington, D.C. and Paris) | Private‑sector legal career start | Not disclosed | Not disclosed |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| GGM Legal Consulting | Founder | Feb 2024 – Feb 2025 | Not disclosed |
Fixed Compensation
| Item | FY 2025 |
|---|---|
| Base salary rate ($) | $475,000 |
| Salary paid ($) | $146,154 (partial year) |
| Target bonus (%) | 75% of base salary |
| Actual cash bonus ($) | $210,193 (181% of target; prorated) |
| Sign‑on bonus ($) | $100,000, subject to prorated repayment if resigns within first year |
Perquisites are nominal (supplemental insurance, optional company‑paid physical exam, relocation when appropriate); no tax gross‑ups for change in control or personal benefits .
Performance Compensation
Annual Cash Incentive – FY 2025
| Metric | Weighting | Target | Actual | Payout (% of target) | Payout ($) |
|---|---|---|---|---|---|
| Revenue | 50% | $2,265.0 million | 162% achievement | Contributes to overall 181% | $210,193 (prorated) |
| Adjusted EBITDA | 50% | $476.8 million | 200% achievement | Contributes to overall 181% | $210,193 (prorated) |
Annual bonus plan emphasizes top‑line and profitability; Committee set rigorous threshold/target/outperform levels to align realized pay with performance .
Equity Awards – FY 2025
| Award Type | Grant Date | Shares (#) | Grant‑Date Fair Value ($) | Vesting Schedule |
|---|---|---|---|---|
| Time‑based Restricted Stock Award (RSA) | 3/3/2025 | 10,750 | $1,498,980 | Semi‑annual over 3 years: 20% in year 1; 40% in years 2 and 3 |
Company long‑term program emphasizes performance‑based PSUs for most NEOs; Mr. McMullen’s sign‑on award was time‑based to induce acceptance and provide retention value .
Equity Ownership & Alignment
| Award | Unvested Shares (6/30/2025) | Market Value (6/30/2025) |
|---|---|---|
| RSAs | 10,750 | $1,560,793 (based on $145.19/share) |
| Vesting Date | Shares Vesting |
|---|---|
| Sep 15, 2025 | 1,075 |
| Mar 15, 2026 | 1,075 |
| Sep 15, 2026 and semi‑annually thereafter (four equal installments) | 8,600 total (2,150 each) |
- Stock ownership guidelines: 3x base salary for executive officers; five years to reach compliance; as of proxy date, NEOs are compliant or within the accumulation period .
- Anti‑hedging and anti‑pledging: short sales, hedging, margin transactions prohibited; pledging of equity awards prohibited unless otherwise permitted; insider trading policy governs directors, officers, employees and consultants .
- Deferred compensation: no deferrals reported for Mr. McMullen in FY 2025 .
- Options: Company does not currently grant option‑like instruments to executive officers .
Employment Terms
| Term | Detail |
|---|---|
| Appointment date | March 3, 2025 (EVP, General Counsel & Secretary) |
| Severance (without cause or good reason) | Salary continuation equal to 1.0x base salary (estimated $475,000 as of 6/30/2025) plus COBRA benefit reimbursement (estimated $8,829) |
| Change‑in‑control (double trigger) | If terminated without cause or resigns for good reason within 2 years of CIC: 1.5x standard severance (i.e., 1.5x base salary) and 1.5x target annual bonus; COBRA reimbursement up to 12–18 months; accelerated vesting of unvested equity (performance awards subject to award terms) |
| Estimated CIC + qualifying termination (as of 6/30/2025) | Salary continuation $712,500; bonus $534,375; benefits $13,243; RSA vesting $1,560,793 |
| Clawback | Mandatory recovery of erroneously awarded incentive compensation under NYSE and Rule 10D‑1 |
| Insider trading policy | Prohibits short sales, hedging, margin; pledging prohibited by equity plan |
Company maintains “double‑trigger” policy for CIC cash payments (no single‑trigger severance) .
Investment Implications
- Strong pay‑for‑performance linkage: Annual cash incentive tied to revenue and Adjusted EBITDA with rigorous targets; Mr. McMullen’s FY 2025 payout was 181% of target but prorated for partial‑year service, indicating alignment with corporate performance rather than discretionary awards .
- Retention and selling pressure: Sign‑on RSA vests semi‑annually over three years with relatively back‑weighted vesting (40% in years 2 and 3), reducing near‑term sell pressure; first tranches vested/vest in Sep 2025 (1,075 shares) and Mar 2026 (1,075), with larger semi‑annual tranches starting Sep 2026 (2,150 shares each) .
- Alignment safeguards: 3x salary stock ownership guideline, anti‑hedging/pledging prohibitions, and clawback mitigate misalignment and excessive risk‑taking; no tax gross‑ups and no single‑trigger CIC payments improve governance quality .
- Severance/CIC economics: Double‑trigger CIC terms (~1.5x salary and 1.5x target bonus plus equity acceleration) create moderate event‑risk exposure; estimated CIC+termination value as of FY‑end includes $1.56M in RSA vesting, highlighting equity sensitivity to transaction outcomes .
Net takeaway: Compensation design for the General Counsel emphasizes retention and governance alignment, with limited near‑term liquidity from equity awards and robust risk controls. Watch semi‑annual vest dates beginning in 2026 for potential incremental supply; otherwise, insider selling pressure appears muted under anti‑hedging/pledging policies and ownership guidelines .