Tim O’Brien
About Tim O’Brien
Tim O’Brien, age 38, is Executive Vice President and Chief Financial Officer of N‑able; he has served as Divisional Chief Financial Officer since April 2020, after joining through LogicNow’s acquisition in May 2016, and previously held finance and operations roles at LogicNow, Airvana, and Teradyne; he holds a B.S. in Finance from Fairfield University . Company performance under his tenure includes revenue growth from FY 2022 to FY 2024 and defined metrics used for incentive pay (Bonus ARR and Cash Profit Metric), alongside reported TSR outcomes in the pay-versus-performance disclosure .
Company Performance (FY 2022–FY 2024)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenue ($USD) | $371.77M | $421.88M | $466.15M |
| EBITDA ($USD) | $67.08M* | $85.26M* | $95.89M* |
*Values retrieved from S&P Global.
| Pay vs Performance (Company-Selected/TSR) | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Company TSR ($100 initial) | $89 | $82 | $106 | $75 |
| Peer Group TSR ($100 initial) | $112 | $91 | $115 | $144 |
| GAAP Net Income ($000s) | $113 | $16,707 | $23,412 | $30,958 |
| Bonus ARR ($MM) | $364.3 | $408.3 | $430.7 | $457.7 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| N‑able (formerly SolarWinds MSP) | Divisional CFO | Apr 2020–present | Led finance through transition to standalone public company era; line-of-sight to ARR and cash profitability metrics used in incentives . |
| N‑able | VP, Finance & Operations | May 2016–Apr 2020 | Built finance ops after LogicNow integration; supported growth in MSP platform . |
| LogicNow | Director, Finance & Operations | pre–May 2016 | Prepared business for acquisition by SolarWinds; strengthened operational finance . |
| Airvana; Teradyne | Finance roles | N/A | Early-career finance and operations experience in technology/hardware . |
External Roles
No external directorships or committee roles are disclosed for Tim O’Brien in the latest proxy .
Fixed Compensation
| Year | Base Salary ($) | Target Bonus % of Salary | Actual Bonus ($) |
|---|---|---|---|
| 2024 | $400,000 | 70% | $196,000 |
| 2023 | $400,000 | — | $366,800 |
| 2022 | $350,833 | — | $241,400 |
Summary Compensation (Total)
| Year | Stock Awards ($) | Non-Equity Incentive ($) | All Other ($) | Total ($) |
|---|---|---|---|---|
| 2024 | $2,475,671 | $196,000 | $13,800 | $3,085,471 |
| 2023 | $2,377,477 | $366,800 | $13,200 | $3,157,477 |
| 2022 | $2,462,919 | $241,400 | $12,200 | $3,067,352 |
Performance Compensation
Annual Cash Incentive (2024 Executive Bonus Program)
| Metric | Weighting | Target | Actual | Payout % |
|---|---|---|---|---|
| Bonus ARR | 66% (adjusted in Nov 2024) | $475.8M (adjusted) | $457.7M | 54% |
| Cash Profit Metric | 34% (adjusted) | $122.9M (Target and Max) | $123.3M | 100% |
| Combined | — | — | — | 70% of target |
Key design notes:
- 2024 targets initially set in Feb 2024; adjusted in Nov 2024 due to Long‑Term Contract Initiative impacts; executive payout capped via alignment changes .
- Payouts linearly interpolated between achievement levels .
PSU Awards (2024 Grant; Earned on 2024 Performance)
| Component | Metric | Weighting | Achievement Calibration | Actual | Earned % | Vesting |
|---|---|---|---|---|---|---|
| PSUs | Bonus ARR | 66% (adjusted) | Threshold $454.0M; Target $475.8M; Max $488.9M | $457.7M | 54% | 1/3 at certification (Feb 2025), 1/3 on Feb 15, 2026, 1/3 on Feb 15, 2027 |
| PSUs | Cash Profit Metric | 34% (adjusted) | Threshold $114.6M; Target/Max $122.9M | $123.3M | 100% | Same as above |
PSU Shares (Tim O’Brien)
| PSU Award Target Shares | PSU Award Achievement Shares |
|---|---|
| 91,691 | 64,183 |
RSU Awards (2024)
- RSUs vest 25% on Feb 15, 2025 and 6.25% quarterly thereafter for 12 quarters, subject to service .
Equity Ownership & Alignment
Beneficial Ownership
| Holder | Shares Beneficially Owned | % of Common Stock |
|---|---|---|
| Tim O’Brien | 284,410 | <1% |
RSUs vesting within 60 days of March 25, 2025: 19,499 shares for Tim O’Brien .
Outstanding Equity Awards (as of Dec 31, 2024)
| Award Description | Shares Unvested | Market Value ($) (at $9.34) |
|---|---|---|
| RSUs (Feb 15, 2022 schedule) | 8,593 | $80,259 |
| RSUs (Feb 15, 2023 schedule) | 33,062 | $308,799 |
| PSU→RSU (FY 2022 performance; remaining tranches) | 29,975 | $279,967 |
| PSU→RSU (FY 2023 performance; remaining tranches) | 100,015 | $934,140 |
| RSUs (Feb 15, 2024 schedule) | 64,419 | $601,673 |
| Earned, unvested PSUs (FY 2024) | 91,691 | $856,394 |
| RSUs (Feb 15, 2025 schedule) | 91,692 | $856,403 |
Ownership policies:
- Executive stock ownership guideline: CFO at least 3× base salary; executives have five years to comply; as of Jan 1, 2025, all executive officers were in compliance .
- Hedging and pledging prohibited; transactions require pre-clearance for insiders/NEOs or a Rule 10b5‑1 plan .
Insider selling pressure:
- We searched for recent Form 4 filings for Tim O’Brien but did not surface results via available document search; however, company policy requires pre-clearance, prohibits hedging/pledging, and permits trading only outside blackout windows or under Rule 10b5‑1 plans, which reduces discretionary selling pressure .
Employment Terms
| Provision | Tim O’Brien (CFO) |
|---|---|
| Employment status | At‑will; standard proprietary info and arbitration agreement . |
| Severance (without cause; not in CIC window) | Lump sum equal to 12 months base salary; 12 months health/dental premium reimbursement; any earned but unpaid bonus . |
| Change‑in‑Control (CIC) severance (double‑trigger; within 12 months post‑CIC) | Above severance plus additional 6 months base salary; immediate/full vesting of all outstanding unvested equity awards . |
| CIC tax treatment | Best‑net approach (no excise tax gross‑ups); pay full or reduced amount to maximize after‑tax proceeds . |
| Clawback | Dodd‑Frank compliant recovery of erroneously awarded incentive compensation upon restatement . |
| Hedging/Pledging | Prohibited for all employees/directors . |
Compensation Structure Analysis
- Increased equity mix in 2024 with 50% RSUs and 50% PSUs; PSUs moved from adjusted EBITDA to Cash Profit Metric to better align with long‑term contracts and ASC 606 impacts .
- Mid‑year adjustments to incentive targets/weights due to Long‑Term Contract Initiative, capping payouts and reweighting Bonus ARR 66%/Cash Profit 34%—important for assessing pay‑for‑performance integrity and discretion use .
- No excise tax gross‑ups and double‑trigger CIC vesting support shareholder-friendly constructs .
Compensation Peer Group & Say‑on‑Pay
- 2024 compensation peer group updated (e.g., Clearwater Analytics, Jamf, Rapid7, Workiva, Zuora, among others), selected on industry, revenue scale (0.5×–2× of $422M), and business model comparability .
- Say‑on‑pay approval ~99% at the 2024 annual meeting, indicating strong shareholder support for the program .
Investment Implications
- Alignment: Strong equity alignment via RSUs/PSUs, 3× salary ownership guideline, and strict anti‑hedging/pledging policies reduce misalignment risk .
- Retention/Execution: Double‑trigger CIC protections and service‑based vesting across multi‑year tranches support retention through strategic initiatives (e.g., Long‑Term Contract Initiative); mid‑year metric adjustments reflect pragmatic oversight but warrant monitoring for sustained pay‑for‑performance rigor .
- Trading Signals: With payouts tied to Bonus ARR and Cash Profit Metric, future Form 4 activity under 10b5‑1 plans may be less informative of discretionary sentiment; monitor PSU earn‑out rates versus guidance and ARR disclosures for leading indicators of payout trajectories .
- Performance trend: Revenue and EBITDA expansion through FY 2024 underpin award values and pay outcomes; continued progress on ARR/Cash Profit targets should sustain incentive realization, but TSR volatility underscores the need to track execution against long‑term contract strategy and pricing rationalization effects .