Tony Frey
About Tony Frey
Tony Frey was appointed Senior Vice President and Chief Revenue Officer (CRO) of Penguin Solutions, Inc. effective August 25, 2025, overseeing global sales for Advanced Computing and Integrated Memory . He brings 25+ years of enterprise technology sales leadership, including Vice President of Global Strategic Accounts at NetApp and multiple VP enterprise sales roles at Informatica focused on data management, cloud computing, and AI enablement . Education, age, and prior board roles were not disclosed in available filings. Company performance context: FY25 net sales were $1.37B (+17% y/y), non-GAAP operating margin expanded 190 bps to 12.2%, and non-GAAP diluted EPS rose 53% y/y, reflecting execution momentum into his tenure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| NetApp | VP, Global Strategic Accounts | Not disclosed | Led global strategic accounts; deep infrastructure/data expertise leveraged for enterprise AI go-to-market |
| Informatica | Multiple VP Enterprise Sales roles | Not disclosed; nine years total | Drove enterprise cloud data management sales; emphasis on AI enablement and data strategy |
External Roles
None disclosed in available filings.
Fixed Compensation
| Component | FY | Detail |
|---|---|---|
| Base Salary | 2025 | Not disclosed for Frey |
| Target Bonus % | 2025 | Not disclosed for Frey |
| Actual Bonus Paid | 2025 | Not disclosed for Frey |
- Company executive bonus design: 75% weighted to financial metrics (net sales and non-GAAP operating income) and 25% to individual performance, including measurable ESG goals (10% of target bonus) .
- Anti-hedging/anti-pledging: Executives are prohibited from short sales, options/hedging, and pledging PENG stock (including margin accounts) .
- Clawback: Board adopted a clawback policy effective June 30, 2025, requiring recovery of incentive compensation for restatements or misconduct, applicable to current/former officers .
Performance Compensation
| Incentive Type | Metric | Weighting | Target Framework | Payout Determination | Vesting |
|---|---|---|---|---|---|
| Annual Cash Bonus | Net Sales | Part of 75% financial | Board-approved annual operating plan | Committee assessment vs pre-set goals | Annual performance period |
| Annual Cash Bonus | Non-GAAP Operating Income | Part of 75% financial | Board-approved annual operating plan | Committee assessment vs pre-set goals | Annual performance period |
| Annual Cash Bonus | Individual/ESG | 25% (ESG goals are 10% of target) | Predetermined, measurable ESG goals (human capital, environmental) | Committee assessment | Annual performance period |
| PSUs | Total Shareholder Return (TSR) vs Russell 2000 | 50% of annual equity grant to execs (then-serving) | Relative TSR, 0–200% payout | Based on three-year TSR percentile outcome | Three-year performance period |
| RSUs | Service-based | 50% of annual equity grant to execs (then-serving) | n/a | Time-based | Quarterly vesting over four years |
Note: Company discloses program design for “then-serving executive officers” (NEOs); Frey’s specific grant terms were not disclosed in available filings .
Equity Ownership & Alignment
| Item | Status |
|---|---|
| Total beneficial ownership (shares) | Not disclosed for Frey in available filings |
| Ownership as % of outstanding | Not disclosed |
| Vested vs unvested shares | Not disclosed |
| Options (exercisable/unexercisable) | Not disclosed |
| Shares pledged | Company prohibits pledging (policy applies to executives) |
| Officer ownership guidelines | Company maintains Director and Officer Share Ownership Retention Policy; guidelines apply to officers; details referenced in governance materials |
| Clawback applicability | Yes; officers subject to clawback policy adopted June 30, 2025 |
Employment Terms
- Start date and role: Effective August 25, 2025; SVP & Chief Revenue Officer, overseeing global sales for Advanced Computing and Integrated Memory .
- Employment agreement/severance: Offer letter and severance terms for Frey were not disclosed in available filings; example severance structures for other SVPs exist (e.g., 75% of base salary for a departing SVP per separation agreement), but Frey’s terms remain undisclosed .
- Change-in-control/accelerated vesting: Equity plan conversions in U.S. domestication preserved terms; outstanding RSUs/PSUs were converted 1:1 into Delaware common stock instruments with existing vesting and change-in-control provisions unchanged; the domestication itself does not constitute a change-in-control .
- Clawback and insider trading compliance: Officers must acknowledge clawback policy and comply with insider trading/market abuse laws per plan documents .
Performance & Track Record
Company-level financials provide context for execution under leadership structure including CRO:
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Revenue ($USD) | $1,441,250,000 | $1,170,796,000 | $1,336,444,000* |
| EBITDA ($USD) | $165,797,000* | $101,983,000* | $135,087,000* |
Values retrieved from S&P Global.*
Additional performance highlights (non-GAAP):
- FY25 net sales $1.37B (+17% y/y), non-GAAP operating margin 12.2% (+190 bps y/y), non-GAAP diluted EPS $1.90 (+53% y/y) .
- Management commentary points to expanding Advanced Computing pipeline and early-stage enterprise AI build-outs (financial services, federal, education) .
Say‑on‑Pay & Shareholder Feedback
- 2024 Say‑on‑Pay approval: 97.8% in favor, reflecting shareholder support for revised pay-for-performance program including annual measurement and relative TSR PSUs .
- Consultant and peer benchmarking: Compensation Committee uses Semler Brossy as independent consultant; benchmarks against a relevant peer group (companies not listed in extracted sections) .
Risk Indicators & Red Flags
- Hedging/pledging prohibited: Alignment-positive (reduces misalignment risk) .
- Clawback policy: Strengthens accountability for financial restatements/misconduct .
- Related party and SKT investment governance: Investor agreement rights/standstill; board representation; may influence governance dynamics; not directly tied to Frey but relevant context .
- No disclosed personal pledging or related-party dealings for Frey; no Form 4 trading activity found in available documents.
Investment Implications
- Execution leverage: Frey’s enterprise sales pedigree in data infrastructure (NetApp) and cloud data management (Informatica) aligns with Penguin’s shift to AI infrastructure and services—supportive for revenue growth and mix improvement toward services .
- Pay-for-performance alignment: Company incentive architecture emphasizes net sales/non-GAAP operating income and relative TSR PSUs with multi‑year horizons, plus ESG-linked bonus gates—favorable for long-term, shareholder-aligned behavior .
- Disclosure gaps: Absence of Frey’s specific compensation, equity grants, and ownership reduces visibility into personal alignment and potential selling pressure; monitor upcoming proxy/8‑K filings and Form 4s.
- Governance safeguards: Anti-pledging and clawback policies mitigate key alignment risks; strong recent Say‑on‑Pay support indicates investor endorsement of compensation direction .