Marty Réaume
About Marty Réaume
Independent director of SPS Commerce (SPSC) since 2018; age 59. Former Chief People Officer at Twilio, Fitbit, and NetSuite, with deep expertise in human capital, executive compensation, talent development, and M&A integration. Currently chairs SPSC’s Compensation & Talent Committee and serves on the Governance & Nominating Committee; the Board affirms her independence under Nasdaq rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Twilio Inc. | Chief People Officer | 2017–2019 | Led global people strategy during high-growth scaling; compensation and talent programs |
| Fitbit, Inc. | Chief People Officer | 2015–2017 | People/comp strategy through product and market expansion |
| NetSuite, Inc. | Chief People Officer | 2009–2014 | Built SaaS HR/talent engine pre/post Oracle acquisition environment |
| NetSuite, Inc. | Head of Human Resources | 2006–2009 | HR leadership; foundational programs |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| SemperVirens Venture Capital | HR Venture Advisor | 2020–present | Early-stage HR/WorkTech investing lens |
| Wisdom Labs | Director | Not disclosed | Workplace wellbeing technology (private company) |
| Atrium | Advisory Board Member | Not disclosed | Executive coaching platform |
| OpenClassrooms | Advisory Board Member | Not disclosed | Online education/training platform |
| Informed | Advisory Board Member | Not disclosed | Consumer auto-financing platform |
| Tigerhall | Advisory Board Member | Not disclosed | Change/transformation enablement platform |
| HR.com | Advisory Board Member | Not disclosed | HR networking platform |
Board Governance
- Independence: The Board determined all non-employee directors, including Réaume, are independent under Nasdaq and SEC rules. Independent directors meet in regular executive sessions.
- Committee leadership and scope: Réaume is Chair, Compensation & Talent Committee (oversees exec pay, equity plans, recoupment policies, and human capital strategy); Member, Governance & Nominating Committee (board composition, evaluations, CEO succession, ESG oversight).
- Meetings/attendance: The Board met 6 times in 2024; each director attended at least 75% of Board and relevant committee meetings. Committee meetings in 2024: Audit 7; Compensation & Talent 5; Governance & Nominating 5; Finance & Strategy 6.
- Board structure: Independent Chair (Philip Soran). CEO is a director; Lead Independent role used when Chair not independent.
| Committee | Role | 2024 Meetings | Key Oversight |
|---|---|---|---|
| Compensation & Talent | Chair (Réaume) | 5 | Executive pay, equity plan, clawback, HCM strategy |
| Governance & Nominating | Member (Réaume) | 5 | Board composition, evaluations, CEO succession, ESG oversight |
Fixed Compensation (Director Pay)
- Structure (2024): Annual equity grant of $182,500 split 50% stock options and 50% director-elected RSUs/DSUs; options at fair market value; equity vests quarterly over one year. Cash retainers paid per role (see schedule).
- 2025 change: Eliminated options; annual grant increased to $200,000 (initial and annual in RSUs/DSUs at director election). Chair and committee retainer adjustments (e.g., Board Chair to $85,000).
| 2024 Director Retainer Schedule | Chair ($) | Member ($) |
|---|---|---|
| Board | 61,000 | 35,000 |
| Audit Committee | 20,000 | 10,000 |
| Compensation & Talent Committee | 15,000 | 7,000 |
| Finance & Strategy Committee | 10,000 | 5,000 |
| Governance & Nominating Committee | 8,000 | 4,000 |
| 2024 Compensation for Marty Réaume | Amount ($) |
|---|---|
| Fees earned or paid in cash | 55,870 |
| Stock awards (grant-date fair value) | 91,163 |
| Option awards (grant-date fair value) | 91,237 |
| Total | 238,270 |
Notes: 2024 director equity vests in four equal installments quarterly; DSUs are held until service ends. Options are granted at FMV.
Performance Compensation
- Directors do not have performance-based cash or PSU metrics; equity is time-based (RSUs/DSUs; options in 2024) to align with shareholders.
- Compensation governance signals: Use of independent consultant (Compensia) to review director pay; shift to RSU/DSU-only grants in 2025 simplifies and strengthens alignment by removing option leverage.
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed beyond SPSC |
| Private/non-profit boards | Director, Wisdom Labs (private) |
| Advisory roles | Atrium; OpenClassrooms; Informed; Tigerhall; HR.com |
| Interlocks with SPSC competitors/suppliers/customers | None disclosed |
Expertise & Qualifications
- Skills matrix highlights: SaaS; Senior Leadership/Corporate Governance; Talent Management/Human Resources; M&A; International Operations.
- Board skills overview affirms financial literacy across Board and deep governance/talent experience among nominees.
Equity Ownership
| Metric | Value |
|---|---|
| Shares beneficially owned (direct/indirect) | 7,848 |
| Shares deemed beneficial (exercisable/vesting ≤60 days) | 17,982 |
| Total beneficial ownership | 25,830; less than 1% of outstanding |
| Unvested restricted stock (12/31/2024) | 117 |
| Stock options outstanding (12/31/2024) | 17,982 total; 17,698 exercisable |
| Director ownership guideline | 5x non-chair cash retainer ($175,000 for 2024); directors must comply within 5 years; as of 3/19/2025 all non-employee directors met or were within the five-year window |
| Hedging/pledging | Prohibited by Insider Trading Policy (hedging, pledging, short sales, derivatives banned) |
Governance Assessment
- Strengths
- Independent director with HR and compensation domain expertise serving as Compensation & Talent Committee Chair; committee met 5 times and oversees clawbacks and human capital strategy.
- Robust pay governance: independent consultant; elimination of options and move to $200k RSU/DSU-only grants for directors from 2025; strong ownership guidelines (5x retainer).
- No related-party transactions in 2024; strong related-person transaction policy; regular executive sessions of independent directors; anti-hedging/pledging policy.
- Shareholder alignment indicators: 96% Say-on-Pay approval in 2024; multi-year TSR-based PSU design for executives.
- Watch items / Red flags
- None disclosed specific to Réaume (no Section 16(a) delinquencies tied to directors; two late filings were for NEO RSU awards).
- Attendance disclosed at “≥75%” threshold; no individual percentages reported (not unusual but granular detail not provided).
Overall, Réaume’s profile and roles support board effectiveness in compensation oversight and human capital strategy, with low conflict risk and strong alignment policies in place.