Jayesh Sahasi
About Jayesh Sahasi
Executive Vice President, Product and Chief Technology Officer at ON24 since January 2012; with ON24 since September 2000. Age 54 (as of April 29, 2025). Education: MBA (The Wharton School), MS in Artificial Intelligence (University of Georgia), BS in Computer Science (Loyola University New Orleans). Annual incentive metrics have included company net ARR growth and non‑GAAP EBITDA; long‑term PSUs pay out based on relative TSR versus a benchmark index with defined caps, aligning pay with shareholder outcomes .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ON24 | Executive & engineering roles of ascending responsibility | 2000–2011 | Not disclosed |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| None disclosed in ON24 filings | — | — | — |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 475,000 | 475,000 | 475,000 |
| Target Bonus (% of salary) | Not disclosed | 70% | Not disclosed |
| Actual Bonus Paid ($) | 235,557 | 282,051 | Not disclosed |
Performance Compensation
Annual Incentive (Cash) – 2023
| Metric | Weighting | Target | Actual | Payout Form | Vesting |
|---|---|---|---|---|---|
| Net ARR growth | Not disclosed | 70% of base salary | Included in $282,051 bonus | Cash | Annual (FY 2023) |
| Non‑GAAP EBITDA | Not disclosed | 70% of base salary | Included in $282,051 bonus | Cash | Annual (FY 2023) |
Equity Awards – Grant structure and vesting
| Award Type | Grant/Units | Metric | Payout Range/Cap | Vesting Schedule |
|---|---|---|---|---|
| PSUs (FY23–FY25 cycle) | 44,029 units (unvested as of 12/31/23) | Relative TSR vs benchmark | 0%–200% of target; max 125% for first two periods; 200% overall cap | Three annual tranches after each performance period end (12/31/2023, 12/31/2024, 12/31/2025), subject to service |
| RSUs (time‑based) | 132,087 units | N/A | N/A | 12 equal quarterly installments beginning 6/1/2023 |
| RSUs (time‑based) | 61,299 units | N/A | N/A | 16 equal quarterly installments beginning 2/20/2022 |
| RSUs (time‑based) | 38,623 units | N/A | N/A | One‑third on 2/20/2023, one‑third on 8/20/2023, one‑third on 2/20/2024 |
Stock Options – Position and terms (as of 12/31/2023)
| Options | Exercisable (#) | Unexercisable (#) | Strike ($) | Expiration | Vesting Notes |
|---|---|---|---|---|---|
| 2021 grant | 146,562 | 54,438 | 13.33 | 12/11/2030 | 48 equal monthly installments starting 1/1/2021 |
| Legacy options | 55,370 | — | 2.00 | 1/16/2030 | Fully vested |
| Legacy options | 22,086 | — | 1.23 | 1/16/2030 | Fully vested |
| Legacy options | 26,043 | — | 1.35 | 12/21/2028 | Fully vested |
Equity Ownership & Alignment
| As of | Total Beneficial Ownership (shares) | Ownership (%) | Direct Shares | Options Exercisable within 60 days | RSUs Vesting within 60 days | Pledging/Hedging Policy |
|---|---|---|---|---|---|---|
| Feb 29, 2024 | 698,178 | 1.7% | 416,692 | 266,811 | 14,675 | Company policy prohibits short sales, pledging, and hedging by insiders |
- Stock ownership guidelines/compliance: Not disclosed.
- Vested vs unvested RSUs/PSUs: See award tables above; unvested amounts and schedules specified .
Employment Terms
| Term | Detail |
|---|---|
| Employment start date | With ON24 since September 2000; CTO since January 2012 |
| Contract term | At‑will; no fixed term |
| Base salary | $475,000 (2022–2024) |
| Target bonus | Determined by compensation committee; 70% of salary target in 2023 |
| Severance (no CoC) | If terminated without “cause”: 6 months base salary + up to 6 months COBRA reimbursement |
| Change‑in‑Control (double trigger) | If terminated without “cause” or resigns for “good reason” within 12 months of CoC: 1 year base salary + 100% accelerated vesting of unvested equity + up to 12 months COBRA reimbursement |
| Definitions | “Cause”, “Good reason”, and “Change in control” definitions per severance program |
| Non‑compete / non‑solicit | Not disclosed |
Related Party Transactions and Governance
| Counterparty | Relationship | Nature | Amounts |
|---|---|---|---|
| InfoHorizon, LLC | CEO is Sahasi’s brother‑in‑law | IT software development services | $2.6M (2024), $2.7M (2023), $3.0M (2022) recorded as R&D expense |
- Review policy: Related person transactions reviewed under Board‑adopted policy; Audit Committee considers arm’s‑length comparability .
Compensation Structure Analysis
- Shift in mix: No stock awards in 2022; significant equity awards in 2023 ($1.812M RSUs/PSUs), increasing at‑risk, equity‑linked pay and introducing TSR‑based PSUs aligned to shareholder returns .
- Incentive metrics: Annual cash incentives based entirely on net ARR growth and non‑GAAP EBITDA, reinforcing operating discipline; CRO is on bookings‑based commissions, distinguishing go‑to‑market roles .
- Vesting cadence: Multiple time‑based RSUs vest quarterly; options vest monthly—this creates periodic settlement windows that can translate to routine Form 4 activity but without pledging/hedging per policy .
Investment Implications
- Alignment: Relative‑TSR PSUs with capped payouts and ARR/EBITDA annual metrics indicate strong pay‑for‑performance design; prohibition on pledging/hedging supports shareholder alignment .
- Retention: Layered time‑based RSUs (12–16 quarterly tranches) and long‑dated options (to 2030) suggest persistent retention hooks; change‑in‑control double‑trigger accelerates 100% of equity, limiting deal‑related attrition risk .
- Trading signals/pressure: Regular vest schedules can create predictable supply from settlements; absence of pledging mitigates forced selling risk. Monitor Form 4s around quarterly vest dates and open windows for signals (not provided in filings here) .
- Governance watch‑item: Ongoing related‑party spend with InfoHorizon (declining but material) merits continued audit scrutiny for arm’s‑length terms and performance; no other red‑flags (e.g., tax gross‑ups, option repricing) disclosed -.