Tara Ilges
About Tara Ilges
Tara Ilges serves as Vice President, Corporate Affairs and Corporate Secretary of Quantum Corporation, and is named as a proxy holder and the corporate officer receiving formal notices in financing and transaction agreements, reflecting central responsibility for governance, disclosure, and shareholder communications . The Fiscal 2025 proxy and compensation tables identify named executive officers but do not list Ilges, and the filings do not disclose her age, education, start date, or individual compensation, implying she is not a “NEO” for SEC pay disclosure purposes . Quantum’s pay-versus-performance data for Fiscal 2021–2025 (context for the governance function Ilges oversees) shows negative net income in FY2025, a $14.38 stock price at March 31, 2025, and low company TSR versus the peer index over recent years .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Quantum Corporation | Vice President, Corporate Affairs and Corporate Secretary | Not disclosed in filings | Corporate governance, proxy administration, transaction notices and approvals |
External Roles
No public-company external directorships or committee roles are disclosed for Ilges in the company’s filings .
Fixed Compensation
No base salary, bonus targets, or perquisites are disclosed for Ilges; she is not listed among Quantum’s named executive officers in Fiscal 2025 compensation tables .
Performance Compensation
Annual Incentive Plan (QIP) – FY2025 (company program context)
Quantum’s FY2025 QIP used a single financial metric (net Adjusted EBITDA) with minimum, threshold, target, and maximum levels; none were achieved and no QIP payouts were made to NEOs .
| Metric | Minimum (25% payout) | Threshold (50%) | Target (100%) | Maximum (200%) | Result |
|---|---|---|---|---|---|
| Final FY2025 Net Adjusted EBITDA | $12.5M | $13.5M | $15.0M | $23.5M | Not satisfied; no QIP payments |
Performance Stock Units (PSUs) – FY2025 (company program context)
| PSU Metric | Target | Performance Period | Vesting Schedule | Status |
|---|---|---|---|---|
| Net Adjusted EBITDA | $12.0M | 1 year (FY2025) | 2 annual installments from grant date | Target not achieved; grants cancelled and shares returned to plan |
| Myriad Product Revenue | $10.0M by Mar 31, 2026 | Through Mar 31, 2026 | 2 annual installments from grant date if earned | Earn status not disclosed in filing |
Notes:
- FY2025 equity awards generally split 50% time-based RSUs and 50% PSUs for NEOs, with three-year vesting typical (LCC departed from historical sizes to address retention and raise at-risk pay) .
Equity Ownership & Alignment
- Anti-hedging and anti-pledging: Quantum’s insider trading policy prohibits short sales, margin purchases, hedging/monetization transactions, and options/derivatives trading in company securities by directors, officers, employees and covered persons .
- Stock ownership guidelines: Reviewed annually; Directors 5x annual retainer, CEO 3x base salary, CFO 2x base salary; compliance measured over five years and positions were on track as of FY2025 (policy defines what counts toward ownership) .
- Beneficial ownership: FY2025 proxy lists 5% holders and NEOs/directors; Ilges is not listed, and therefore no share count or percentage is disclosed for her .
Employment Terms
- Restrictive covenants: NEOs are employed at will and subject to confidentiality, invention assignment, non-solicitation, and non-disparagement covenants .
- Change-of-control and severance architecture (company program context):
- Outside change-of-control: Lump-sum severance equals 12 months base salary for CEO and 6 months base salary for other executives; no accelerated vesting; COBRA reimbursement (12 months CEO; 6 months others) .
- Within change-of-control period (double-trigger): Cash equal to 1.5x salary + 1.5x target bonus for CEO; 1.0x salary + 1.0x target bonus for other executives; time-based equity vests; performance equity based on actual stock price performance or deemed satisfied at target if not stock-price based; COBRA reimbursement (18 months CEO; 12 months others) .
| Scenario | CEO Cash | Other Executives Cash | Equity Treatment | COBRA Reimbursement |
|---|---|---|---|---|
| Involuntary termination in CoC period | 1.5x salary + 1.5x target bonus | 1.0x salary + 1.0x target bonus | Time-based awards vest; stock-price PSUs earned on actual performance; non-stock-price PSUs deemed at target | 18 months (CEO); 12 months (others) |
| Involuntary termination outside CoC | 12 months base salary | 6 months base salary | No accelerated vesting | 12 months (CEO); 6 months (others) |
- Clawbacks: Awards under the 2023 LTIP are subject to applicable law (including Dodd-Frank) and any company clawback policy or award agreement provisions .
Company Performance Context (FY2021–FY2025)
| Metric | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
| Company TSR ($ on $100 initial) | $266 | $73 | $37 | $19 | $23 |
| Peer Group TSR ($ on $100 initial) | $191 | $269 | $252 | $264 | $332 |
| Net Income ($000s) | $(35,459) | $38,355 | $(18,368) | $(41,286) | $(115,091) |
| Stock Price ($, at Mar 31) | $166.60 | $45.40 | $23.00 | $12.00 | $14.38 |
Notes:
- Values reflect reverse split adjustments where applicable; table reproduced from the company’s Item 402(v) pay-versus-performance disclosure .
Compensation Committee Practices (Program governance)
- The LCC retained Compensia as independent consultant and updated director compensation (committee service/chair fees, fixed-share annual grants) in FY2025; directors have change-of-control agreements with automatic vesting on post-CoC service termination (other than death/disability) .
- Equity grant practices emphasize performance alignment, no repricing/cash buyouts without shareholder approval, and controlled burn rates; awards broadly allocated beyond NEOs .
Insider Selling Pressure and Pledging
- Anti-hedging/pledging restrictions mitigate insider selling pressure and misalignment risk for officers and directors under the insider trading policy .
- Ilges’ personal holdings, vesting schedules, or pledges are not disclosed in the beneficial ownership tables (she is not a NEO/director in those disclosures) .
Related Party Transactions and Risk Indicators
- The proxy details related-party financing transactions and governance safeguards (Special Committee and Audit Committee approvals; recusals), indicating heightened board oversight of capital structure changes .
- FY2024–FY2025 retention bonuses for NEOs included withholding tax gross-ups and change-of-control acceleration provisions in some agreements, signaling elevated retention risk; gross-ups were used to increase retentive value in lieu of higher cash/equity grants .
Investment Implications
- Governance and disclosure centralization under Ilges’ corporate secretary role, combined with strict anti-hedging/pledging rules, reduces alignment risk from insider monetization; however, lack of Ilges-specific compensation or ownership disclosure limits direct “skin-in-the-game” analysis for her .
- Company-wide incentive architecture is heavily tied to Adjusted EBITDA and product revenue milestones, with demonstrated willingness to cancel PSUs when targets are missed—this supports pay-for-performance discipline but highlights execution risk in achieving profitability and product ramp goals .
- Recent use of retention bonuses and tax gross-ups for NEOs indicates elevated retention concerns during restructuring and capital changes, which can be a near-term governance risk signal; monitoring future proxies for changes in executive roles (and whether Ilges becomes a NEO) will be important to assess her direct alignment metrics .
