Barbara Larson
SentinelOneAbout Barbara Larson
Barbara Larson, age 54, is SentinelOne’s Chief Financial Officer (CFO) since September 11, 2024; she holds a B.S. in Business Administration from the University of Arizona . Fiscal 2025 corporate incentive metrics were achieved above target (Revenue $821.5M vs $815.0M target; non-GAAP operating margin -3.1% vs -4.0% target), resulting in 110% overall cash incentive funding . She beneficially owned 24,736 Class A shares as of April 30, 2025 . The 2025 say‑on‑pay resolution was approved with 323,483,438 for, 144,041,058 against, and 6,026,030 abstentions .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Workday, Inc. | Chief Financial Officer | Feb 2022 – Jun 2023 | Led finance at a leading enterprise platform; prior SVP of Accounting, Tax & Treasury and GM of Workday Financial Management |
| VMware, Inc. | Senior financial roles | — | Senior finance leadership at a virtualization and cloud infrastructure software company |
| TIBCO Software Inc. | Senior financial roles | — | Senior finance leadership at an enterprise software company |
| Symantec Corporation | Senior financial roles | — | Senior finance leadership at a security software company |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Equifax Inc. | Director | Since May 2024 | Global data, analytics, and technology company |
Fixed Compensation
| Metric (FY2025 unless stated) | Amount | Notes |
|---|---|---|
| Annual base salary (per offer letter) | $527,000 | Set in Sept 2024 |
| Salary paid (FY2025 SCT) | $204,213 | Partial year due to Sept 2024 start |
| Target bonus % | 70% of base | Prorated in FY2025 |
| Target cash incentive (FY2025) | $368,900 | Reflects proration |
| Actual cash incentive payout (FY2025) | $158,546 | Based on metrics and individual performance |
| All other compensation (FY2025) | $26,041 | Includes $22,222 housing expenses |
Performance Compensation
Long-Term Incentive Structure and Grants
| Item | Detail |
|---|---|
| LTI mix (target value) | $14,000,000 total: $10,500,000 RSUs (75%), $3,500,000 PSUs (25%) |
| Grant date(s) | RSUs and PSUs granted September 16, 2024 |
| Outstanding RSUs (as of Jan 31, 2025) | 448,487 unvested units; market value $10,741,264 |
| Outstanding PSUs (as of Jan 31, 2025) | 37,374 unearned units; market/payout value $895,107 |
| RSU vesting cadence | 25% on October 5, 2025; then 1/16th quarterly thereafter |
| PSU vesting cadence | Annual vest following certification; vest no later than April 30 after fiscal year end |
| PSU performance framework | Multi-year financial metrics (enhanced in FY2025); FY2024 ARR PSUs paid 0% due to below-threshold performance |
Annual Cash Incentive – Corporate Metrics (FY2025)
| Metric | Weight | Threshold | Target | Maximum | Actual Result | Payout |
|---|---|---|---|---|---|---|
| Revenue | 50% | $774.0M | $815.0M | $856.0M | $821.5M | 108% |
| Non-GAAP Operating Margin | 25% | (6.0)% | (4.0)% | (2.0)% | (3.1)% | 123% |
| Strategic Objectives | 25% | — | — | — | — | 100% |
| Corporate funding (weighted) | — | — | — | — | — | 110% |
Individual Cash Incentive Outcome (FY2025)
| Executive | Target ($) | Target % of Salary | Payout ($) |
|---|---|---|---|
| Barbara Larson | $368,900 | 70% | $158,546 |
Equity Ownership & Alignment
| Ownership detail (as of Apr 30, 2025) | Amount |
|---|---|
| Class A shares directly owned | 24,736 |
| Unvested RSUs | 448,487 |
| Unearned PSUs | 37,374 |
| Options (exercisable/unexercisable) | None disclosed for Larson in FY-end table |
- Executive stock ownership guidelines: 3x base salary for executive officers (6x for CEO); compliance required within five years of adoption or becoming subject; unexercised options and unvested PSUs do not count toward compliance .
- Hedging/derivative transactions and short selling prohibited; pledging prohibited unless approved by compliance administrator .
- Larson’s beneficial ownership disclosure does not indicate any pledged shares; pledge disclosure in proxy applies to other holders (e.g., CEO) .
Employment Terms
| Term | Key provisions |
|---|---|
| Employment | At-will; CFO effective Sept 11, 2024 |
| Cash compensation | Base $527,000; target bonus 70% of base |
| Equity on hire | RSU + PSU aggregate target value $14,000,000; RSUs 75%, PSUs 25% |
| RSU vesting schedule | 25% on Oct 5, 2025; 1/16th quarterly thereafter, contingent on continuous service |
| PSU vesting schedule | Annual vest based on Committee-certified performance; vest no later than Apr 30 following fiscal year end |
| Severance (no change of control) | 6 months base salary lump sum; employer portion of healthcare premiums up to 6 months subject to COBRA election; release required |
| Change-of-control (double-trigger) | If termination without cause or resignation for good reason within 3 months before or 12 months after CoC: 12 months base + then-current target bonus, employer healthcare premiums up to 12 months, and full acceleration of time-based equity; performance equity accelerates only per award terms; release required |
| Estimated payouts (as of Jan 31, 2025) | No CoC: Severance $263,500; Medical $12,993; Total $276,493. CoC: Severance $895,900; Medical $25,986; Accelerated equity $11,636,371; Total $12,558,257 |
| Other terms | Temporary housing up to $20,000 near Mountain View for 3 months; indemnity agreement per standard form |
| Governance practices | No single-trigger CoC; compensation recovery (clawback) policy; no excise tax gross-ups; stock ownership requirements |
Investment Implications
- Pay-for-performance alignment: Corporate metrics exceeded targets in FY2025, driving above-target funding and a prorated bonus; PSUs incorporate multi-year financial metrics with zero payout for FY2024 ARR, reinforcing discipline around growth quality .
- Retention and vesting cadence: A large RSU grant (448,487 units) vests 25% in Oct 2025 and quarterly thereafter, creating predictable unlocks; PSUs vest annually post-certification, reducing immediate sell pressure vs RSUs .
- Change-of-control economics: Double‑trigger cash (12 months base + target bonus) and full acceleration of time-based equity (performance awards accelerate only per terms) make Larson’s economics significant in a sale, implying potential dilution/overhang but aligning with market norms .
- Ownership and alignment: Direct ownership is modest (24,736 shares) with robust unvested equity; stock ownership guidelines (3x salary) and strict anti‑hedging/pledging policies mitigate misalignment risk over time .
- Shareholder feedback: Say‑on‑pay passed (323.5M for; 144.0M against; 6.0M abstain), supporting the program but with notable opposition that Compensation Committee should monitor amid increasing equity magnitudes .
- Insider selling signals: We did not find Form 4 transactions for Larson in our search window; near-term selling pressure is more likely tied to RSU vesting rather than discretionary sales. Note: we searched Section 16 filings and found no matches for Barbara Larson during Aug 2024–Nov 2025.
Overall, Larson’s package is heavily equity‑weighted with clear performance gates, balanced severance/CIC protection, and an RSU schedule that implies recurring unlocks. Watch RSU vest dates (starting Oct 5, 2025), PSUs certification outcomes, and any Rule 10b5‑1 plan disclosures to gauge potential supply overhang and alignment persistence .