Peter Benevides
About Peter Benevides
Peter Benevides, 44, has served as Olo’s Chief Financial Officer since January 2020, after joining the company in 2015 and rising through VP of Finance (2015–2018) and SVP (2018–2019). He is a CPA and CMA with B.S. and M.S. degrees in Accounting from the University of Rhode Island; prior roles included finance leadership at UrbanDaddy, Turntable.fm, and Sony Music. In 2024, Olo generated $284.9 million in revenue (up over 25% YoY) and $32.9 million in non-GAAP operating income, with ~86,000 active locations; Olo’s cumulative TSR since IPO equated to $22 on an initial $100 as of 12/31/2024, reflecting stock underperformance versus peers despite operational progress .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Olo Inc. | Chief Financial Officer | Jan 2020–present | Leads FP&A, reporting, capital allocation; architected shift to equity-heavy incentives with PSU mix tied to TSR and stock-price hurdles . |
| Olo Inc. | SVP | Jan 2018–Dec 2019 | Senior finance leadership during scaling and pre-IPO preparation . |
| Olo Inc. | VP of Finance | Apr 2015–Jan 2018 | Built core finance functions; supported growth in enterprise SaaS model . |
| UrbanDaddy, Inc. | VP of Finance & Controller | Pre-2015 | Led finance at digital media/e-commerce firm . |
| Turntable.fm, Inc. | Director of Finance | Pre-2015 | Finance leadership at social music service . |
| Sony Music Entertainment | Director of Finance | Pre-2015 | Finance leadership at global music company . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| University of Rhode Island, College of Business, Innovation & Entrepreneurship Program | Board member | Current | Academic-industry linkage; talent pipeline and program oversight . |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 420,000 | 420,000 |
| Target Bonus (% of Salary) | 60% | 60% |
| Target Bonus ($) | 252,000 | 252,000 |
| Actual Bonus Payout ($) | 261,727 | 236,057 (93.7% payout vs target) |
Performance Compensation
Annual Bonus Plan (2024)
| Performance Measure | Weight | Threshold | Target | Maximum | Actual | Payout Level |
|---|---|---|---|---|---|---|
| Non-GAAP Total Gross Profit ($M) | 50% | 162.8 | 177.0 | 192.1 | 174.7 | 93.7% |
| Gross Revenue ($M) | 25% | 271.1 | 300.0 | 360.0 | 284.9 | 78.7% |
| Non-GAAP Operating Income ($M) | 25% | 23.0 | 30.4 | 36.5 | 32.9 | 108.5% |
| Weighted Average Payout | — | — | — | — | — | 93.7% for executives under plan |
Design notes: 2024 plan weighted non-GAAP gross profit 50%, NGOI 25%, and gross revenue 25%; plan ranges paid from 50% to 135% of target; Benevides’ 2024 bonus paid at 93.7% of his target .
Equity Awards Granted in 2024 (Benevides)
| Award Type | Grant Date | Shares/Target | Vesting / Performance Conditions | Grant-Date Fair Value ($) |
|---|---|---|---|---|
| PSUs – Relative TSR | 3/1/2024 | 146,685 target | 3-year performance vs Russell 2000 (1/1/2024–12/31/2026); 0–200% payout (9) | 1,205,751 |
| PSUs – Stock Price Hurdles | 3/1/2024 | 48,406 target | $12 (2024), $18.50 (2025), $25 (2026) hurdles; catch-up feature; no 2024 vesting achieved (10) | 137,634 |
| RSUs | 10/1/2024 | 146,685 | Time-based, equal quarterly installments over 3 years, beginning 12/5/2024 (11) | 709,955 |
| 2024 Total Equity Value | — | 195,091 PSUs + 146,685 RSUs | Mix emphasizes multi-year performance alignment | 2,053,340 |
Additional context:
- 2023 PSU tranche: 31.25% vested on 3/5/2024 based on 2023 gross revenue and NGOI; remaining vests in 11 equal quarterly installments, time-based (8).
- 2025 PSU design simplified to relative TSR vs a peer group over 3 years (forward-looking design note) .
Equity Ownership & Alignment
Beneficial Ownership and Voting Power (as of 4/1/2025)
| Holder | Class A Shares | Class B Options Exercisable ≤60 days | Class A Options Exercisable ≤60 days | % Total Voting Power |
|---|---|---|---|---|
| Peter Benevides | 366,351 | 946,228 (Class B) (see footnote for 946,288) | 127,391 (Class A) | 1.6% |
Notes: Footnote (16) specifies 946,288 Class B and 127,391 Class A options exercisable within 60 days; table shows 946,228 Class B; both disclosed in proxy footnotes and table .
Outstanding Awards (12/31/2024 snapshot)
| Instrument | Terms | Status/Counts | Price/Value |
|---|---|---|---|
| Stock Options (2016) | 273,938 exercisable; expiration 4/25/2026 | Fully exercisable | $1.67 strike |
| Stock Options (2018) | 127,500 exercisable; expiration 2/5/2028 | Fully exercisable | $1.67 strike |
| Stock Options (2020) | 334,900 exercisable; expiration 1/20/2030 | Fully exercisable | $2.74 strike |
| Stock Options (2021) | 205,572 exercisable / 4,378 unexercisable; expiration 1/31/2031 | Partially unvested | $9.72 strike |
| Stock Options (2022) | 152,870 exercisable / 41,403 unexercisable; expiration 1/18/2032 | Partially unvested | $15.75 strike |
| RSUs (2022) | Vests quarterly over 4 years from 1/19/2022 | 19,109 unvested; $146,757 MV | MV at $7.68 12/31/2024 |
| RSUs (2023) | Vests quarterly over 4 years from 2/24/2023 | 139,061 unvested; $1,067,988 MV | $7.68 basis |
| RSUs (2024) | Vests quarterly over 3 years from 12/5/2024 | 134,462 unvested; $1,032,668 MV | $7.68 basis |
| PSUs (2023, perf-to-time rollover) | 31.25% vested 3/5/2024; remainder time-based quarterly | 48,143 unearned; $369,738 payout value | $7.68 basis (8) |
| PSUs (2024 – Relative TSR) | 3-year performance to 12/31/2026 | 146,685 target unearned; $1,126,541 payout value | $7.68 basis (9) |
| PSUs (2024 – Price Hurdles) | $12/$18.50/$25 hurdles 2024–2026; catch-up | 32,271 target unearned; $247,841 payout value | $7.68 basis; 2024 hurdle not met (10) |
Vesting cadence and potential selling pressure:
- RSUs vest quarterly (Mar 5, Jun 5, Sep 5, Dec 5), creating predictable supply from time-based awards; Peter realized 149,004 shares vesting worth $856,033 in 2024 (tax withholding sales likely around vest dates per standard practice, though specific Form 4s not in proxy) .
- Options moneyness at 12/31/2024 share price ($7.68): 2016/2018/2020 grants are in-the-money; 2021/2022 grants are out-of-the-money at period-end .
Alignment safeguards:
- Company prohibits pledging/hedging and short/derivative transactions in Olo stock; executives are subject to an insider trading policy and a Dodd-Frank-compliant clawback policy effective October 1, 2023 .
Employment Terms
Contract and Role
- At-will employment under a written agreement effective January 1, 2021 (initial base salary $308,000; initial target bonus 45%), now updated to $420,000 and 60% target bonus; eligible for annual equity .
Severance and Change-of-Control Economics (as if terminated 12/31/2024)
| Scenario | Cash Severance | Pro-Rata Target Bonus | Health Benefits | Equity Treatment/Value |
|---|---|---|---|---|
| Termination without cause / good reason (no CoC) | $315,000 (9 months) | $189,000 | $29,960 | No acceleration |
| CoC double-trigger (−3 months/+18 months) | $420,000 (12 months) | $252,000 | $22,470 | Time-based equity full acceleration; estimated $3,969,001; PSUs per award terms |
| Death/Disability | — | $252,000 | — | PSUs measured to event date; ~$1,351,849 |
Key 2025 amendment (single-trigger): In Feb 2025, Olo amended Benevides’ awards to include single-trigger acceleration of time-based vesting upon a change in control for certain awards, provided continuous service through consummation (increasing certainty of acceleration upon transaction close) .
Other provisions:
- No excise tax gross-ups on change-in-control payments; payments subject to best-net cutback vs full-pay analysis (Section 280G/4999) .
- Clawback policy adopted Nov 27, 2023, effective Oct 1, 2023, covers restatements and misconduct up to 100% .
Compensation Structure Analysis
- Cash vs. equity mix: In 2024, salary $420k vs. equity grant-date value $2.05M; heavy equity weighting with PSUs tied to multi-year TSR and price hurdles indicates high at-risk mix and alignment to shareholder returns .
- Performance metrics: 2024 bonus funded by non-GAAP total gross profit (50%), NGOI (25%), and gross revenue (25%); payout 93.7% despite missing revenue target, offset by NGOI outperformance .
- Award design evolution: 2025 PSUs simplified to relative TSR vs peer group for 3 years to further tie pay to long-term performance .
- Governance safeguards: No pledging/hedging, clawback in place, no tax gross-ups; Say-on-Pay approval >97% in 2024 signals investor support .
Say‑on‑Pay & Peer Benchmarking
- Say‑on‑Pay 2024: Over 97% approval at the 2024 annual meeting .
- 2024 Peer group (for benchmarking): Amplitude, Asana, BigCommerce, BlackLine, Braze, Couchbase, CS Disco, Expensify, nCino, Nextdoor, PagerDuty, Par Technology, Phreesia, Repay, Riskified, Sprout Social, Weave, Zuora .
Performance & Track Record Highlights
| Metric | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Olo TSR ($100 initial at IPO to FY-end) | $60 | $18 | $16 | $22 |
| Non-GAAP Total Gross Profit ($M) | 122 | 138 | 155 | 175 |
| Gross Revenue ($M) | — | — | — | 284.9 (+25% YoY) |
| Non-GAAP Operating Income ($M) | — | — | — | 32.9 |
Note: Non-GAAP totals per proxy disclosures; revenue/NGOI highlights summarized in 2024 Business Highlights .
Risk Indicators & Red Flags
- Single-trigger CoC acceleration for time-based awards (adopted Feb 2025) can amplify deal-driven windfalls and may influence transaction timing preferences .
- Price-hurdle PSUs (2024) add sensitivity to near-term price spikes; 2024 hurdle ($12) not met, limiting immediate vesting pressure (10).
- Quarterly RSU vesting cadence contributes to steady supply; 149,004 shares vested for Benevides in 2024 ($856,033 value) .
Equity Ownership & Alignment Summary
| Item | Detail |
|---|---|
| Total beneficial ownership | 366,351 Class A; options exercisable within 60 days: 127,391 Class A, 946,228/946,288 Class B (per table/footnote) |
| Ownership as % voting power | 1.6% |
| Vested vs unvested | Mix of fully vested ITM options (2016/2018/2020) and OTM options (2021/2022); significant unvested RSUs/PSUs with quarterly vest/performance gating . |
| Pledging/Hedging | Prohibited under insider trading policy . |
| Clawback | Implemented Nov 2023; applies to restatements and misconduct . |
Employment Terms (Key Points)
- At-will; written agreement dated Jan 1, 2021; updated compensation and equity eligibility .
- Severance: 9 months salary + pro-rata bonus; CoC double-trigger: 12 months salary + pro-rata bonus + time-based equity acceleration; 2025 amendment adds single-trigger time-based acceleration upon CoC for certain awards .
- Benefits: COBRA premiums covered for 9–12 months depending on scenario .
- No CoC tax gross-up; standard 280G cutback mechanics .
Investment Implications
- Alignment: Large portion of compensation in PSUs/RSUs with multi-year TSR/price hurdles indicates high sensitivity to sustained value creation; prohibitions on pledging/hedging and clawback add governance strength .
- Supply overhang: Quarterly RSU vesting and prior PSU-to-time-based rollover create predictable selling cadence (e.g., 149k shares vested in 2024); monitor Form 4s near quarterly vest dates for net disposals vs. tax withholding .
- Deal optionality: 2025 single-trigger CoC acceleration for time-based awards raises the certainty of equity vesting at close, modestly increasing management’s incentives under an acquisition—relevant given Olo’s 2025 strategic developments—though PSUs remain performance-conditioned per plan terms .
- Performance lens: Despite robust revenue growth and improved NGOI, long-horizon TSR remains below peers; the 2025 shift to relative TSR PSUs should further tie realized pay to shareholder outcomes .