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Patrick Bilbo

Chief Operating Officer at Organogenesis HoldingsOrganogenesis Holdings
Executive

About Patrick Bilbo

Patrick Bilbo (age 63) is Chief Operating Officer at Organogenesis (ORGO), a role he has held since 2017. He previously served in executive roles at Organogenesis from 1999–2017 and in R&D at Organogenesis from 1987–1992; between those stints he held clinical research and regulatory positions at Cytyc (Hologic) and Stryker (1993–1998). He holds an MBA from Boston University’s Questrom School of Business, MAs in Biology and Technology Strategy & Policy from Boston University, and a BS in Biology from Syracuse University . Company pay-versus-performance disclosure shows FY2024 net revenue of $482.0 million and net income of $0.9 million; ORGO’s TSR “value of initial fixed $100 investment” stood at 66.53 for 2024, contextualizing company performance during his tenure .

Past Roles

OrganizationRoleYearsStrategic Impact
OrganogenesisResearch & Development1987–1992Early technical foundation in tissue engineering supporting future operating leadership .
Cytyc (Hologic)Clinical Research/Regulatory1993–1998Built regulatory and clinical execution experience relevant to commercializing biologics .
StrykerClinical Research/Regulatory1993–1998Expanded medical device regulatory expertise in orthopedics/surgical markets .
OrganogenesisSenior Executive (Regulatory, Government Affairs & Administration)1999–2017Led regulatory/government affairs; contributed to scaling operations ahead of COO role .
OrganogenesisChief Operating Officer2017–PresentOversees operations across Advanced Wound Care and Surgical & Sports Medicine .

External Roles

OrganizationRoleYearsNotes
Cytyc (Hologic)Clinical/Regulatory1993–1998External experience prior to rejoining Organogenesis .
StrykerClinical/Regulatory1993–1998External experience prior to rejoining Organogenesis .

Fixed Compensation

MetricFY 2022FY 2023FY 2024FY 2025 (current as of Apr 1, 2025)
Base Salary ($)$456,339 $472,944 $485,030 (raised Apr 1, 2024) $504,431 (raised Apr 1, 2025)
Target Bonus (%)70% 70% 70% 70%
Actual Bonus Paid ($)$31,850 (discretionary) $277,944 (discretionary) $461,749 (performance-based)

Notes:

  • FY2024 bonus was formulaic based on company metrics; prior years were discretionary .

Performance Compensation

MetricWeightingTargetActualAttainmentPayout Mechanics
Net Revenue45%$470,000,000$482,000,000130%Cash bonus component; overall plan paid 136% of target to NEOs including Bilbo .
Gross Margin %10%77.0%76.1%77%Cash bonus component; overall plan paid 136% of target .
Adjusted EBITDA (excl. clinical)45%$53,000,000$64,100,000155%Cash bonus component; overall plan paid 136% of target .

2025 plan continues with Net Revenue (45%), Gross Margin (10%), and Adjusted EBITDA (45%) targets; board retains negative/discretionary adjustments .

Equity Ownership & Alignment

MetricValue
Total Beneficial Ownership (shares)1,370,990 (447,512 owned + 923,478 right to acquire within 60 days) .
Ownership as % of Shares Outstanding1.1% .
2024 Options Exercised (shares; value)152,250; $252,735 realized .
2024 RSUs Vested (shares; value)106,281; $383,088 realized .
Unvested RSUs at 12/31/2024 (shares; value)462,017; $1,478,454 (priced at $3.20) .
Hedging/Margin PolicyProhibits short sales, hedging and publicly traded options; prohibits purchasing on margin or borrowing against company securities .
Option Repricing PolicyProhibited under 2018 Plan without stockholder approval .
Clawback PolicyAdopted Oct 2, 2023; requires recovery of erroneously awarded incentive compensation after restatements .

Outstanding equity awards detail (options):

Grant DateExercisable (#)Unexercisable (#)Exercise Price ($)Expiration
05/04/2017142,100101,5003.4605/04/2027
04/22/2020224,1854.0404/22/2030
02/16/202161,91720,63913.6802/16/2031
02/15/202262,76162,7618.0302/15/2032
02/22/202397,163291,4912.5102/22/2033
02/21/2024338,6743.4302/21/2034

2024 equity grants (annual awards):

  • Options: 338,674 shares; 10-year term; vest in equal annual installments over four years beginning Feb 15, 2024; exercise price $3.43 .
  • RSUs: 187,318 shares; vest in equal annual installments over four years beginning Feb 15, 2024 .
  • 2025 mix introduces PSUs: 20% of grant date fair value in performance shares vesting over three years based on net revenue thresholds; RSUs 50%; options 30% .

Employment Terms

TermDetail
Employment AgreementEmployment letter dated Feb 14, 2017; at-will; sets base, target bonus eligibility .
Current Base/Target (as of Apr 1, 2025)Base $504,431; Target bonus 70% of base .
Severance – Non-CICNo cash severance; only accrued amounts/benefits shown; example table total $65,206 (accrued vacation/other) as of Dec 31, 2024 .
Change-in-Control (Double Trigger, within 24 months)Lump sum = 1× base salary ($485,030 in table) + 1× target bonus ($339,521); up to 12 months COBRA differential ($15,932); accrued vacation ($65,206); full acceleration of time-based equity awards (intrinsic value $1,679,583); total $2,585,272 (as of 12/31/2024 scenario) .
Non-CompeteCIC benefits contingent on entering a new noncompetition agreement (terms not specified) .
ClawbackApplies to incentive-based comp per SEC/Nasdaq rule 10D-1 .
PerquisitesLeased automobile + tax gross-up; group term life and long-term disability premiums + tax gross-up; employer 401(k) match .

Compensation Structure Analysis

Component202220232024
Salary ($)$456,339 $472,944 $489,303 (reported SCT salary amount)
Option Awards ($)$509,871 $528,622 $641,725
Stock Awards ($)$424,996 $821,739 $642,501
Bonus ($)$31,850 (discretionary) $277,944 (discretionary) — (no discretionary)
Non-Equity Incentive ($)$461,749 (formulaic)
All Other Comp ($)$48,876 $55,606 $41,356
Total ($)$1,471,932 $2,156,855 $2,276,634

Observations:

  • Shift from discretionary to performance-based bonuses in 2024, with clear revenue/EBITDA/gross margin targets driving a 136% payout .
  • Equity mix includes both options and RSUs; 2025 adds PSUs tied to net revenue thresholds, increasing at-risk pay alignment .

Compensation Peer Group and Say-on-Pay

  • 2024/2025 benchmarking peer group (selected): Alphatec, AngioDynamics, Anika, Artivion, AtriCure, Avanos, Bioventus, CONMED, Cutera, Integra, LeMaitre, MiMedx, NuVasive, OraSure, Orthofix, Pacira, Vanda, Verical, ZimVie .
  • Say-on-Pay approvals: ~92% “For” at 2024 meeting; continued consideration in 2025 committee decisions . 2025 vote results: 67,071,290 For; 6,289,601 Against; 98,174 Abstain; 34,035,738 broker non-votes .

Risk Indicators & Red Flags

  • Hedging/margin prohibited; option repricing prohibited; presence of perquisite tax gross-ups (automobile, insurance) is shareholder-unfriendly but limited in scope .
  • Clawback policy in place (restatement-triggered), mitigating incentive risk .
  • No disclosure of any stock pledging; margin borrowing prohibited by policy .

Investment Implications

  • Pay-for-performance alignment improved in 2024 via formulaic metrics (Net Revenue, Adjusted EBITDA, Gross Margin), with Bilbo’s incentive payout at 136% of target—consistent with company overachievement on revenue and EBITDA; 2025 adds PSUs to further align equity with revenue outcomes .
  • Retention risk appears moderate: meaningful unvested RSUs (462,017 shares, $1.48M value at $3.20) and multi-year option vesting schedules create continued service-based equity incentives; CIC protection includes 1× salary+bonus and time-based equity acceleration, standard for COO level .
  • Insider selling pressure: 2024 vesting/exercises (106,281 RSUs vested; 152,250 options exercised) could contribute to periodic liquidity needs/tax settlements, but policy constraints (hedging/margin) reduce misalignment risks .
  • Governance and shareholder feedback: strong say-on-pay support and clear benchmarking process with Pearl Meyer reduce pay inflation risk; metrics and mix evolution (PSUs) indicate responsiveness to investor alignment .