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Nasim Golzadeh

Managing Director, Technologic and Executive Vice President, Investigative Solutions at SOUNDTHINKINGSOUNDTHINKING
Executive

About Nasim Golzadeh

Executive Vice President, Investigative Solutions and Managing Director, Technologic at SoundThinking (SSTI); age 50; in current role since November 2023 and at the company since February 2019 . Education includes a B.S. in Electrical Engineering (University of Tehran), an M.B.A., and an M.S. in Software Engineering (UC San Diego) . Company performance in 2024: revenue rose 10% to $102.0M, Adjusted EBITDA was $14.4M (14% margin), and revenue retention was 105%; ShotSpotter NPS reached 66% . Pay-versus-performance disclosure shows cumulative TSR index fell to 44 in 2024 (from 68 in 2023), with GAAP net loss of $9.2M in 2024 .

Past Roles

OrganizationRoleYearsStrategic Impact
SoundThinkingSVP, Customer Support & Professional Services2019–2023Led customer success functions
CentralSquare Technologies (formerly TriTech Software Systems)VP Operations & Professional Services2014–2019Drove professional services revenue growth, operational excellence, process improvement, and customer satisfaction
CentralSquare TechnologiesSenior Director, Operations2013–2014Operations leadership
CentralSquare TechnologiesDirector, PMOpre-2013Program management leadership
Various (education, banking, manufacturing)Management & engineering rolesearlierTechnical and managerial foundation

External Roles

No public company directorships or external board roles disclosed for Ms. Golzadeh in the proxy biography .

Fixed Compensation

Component2024Notes
Base Salary ($)$330,750 5% increase vs 2023 ($315,000)
Target Bonus (% of Salary)46% Set by Compensation & Human Capital Committee
2024 Bonus Paid ($)$117,912 (77.5% attainment of target) Voluntarily reduced from 80% to 77.5%
All Other Compensation ($)$9,288 401(k) match, life insurance premiums, home office reimbursements

Summary Compensation (multi-year):

YearSalary ($)Stock Awards ($)Option Awards ($)Non-Equity Incentive ($)All Other ($)Total ($)
2024328,125 1,293,015 117,912 9,288 1,748,340
2023315,000 499,994 484,818 116,000 7,800 1,423,612

Key design points:

  • Majority incentive pay: average of other NEOs (including Ms. Golzadeh) targeted 80% at-risk (bonus + equity) in 2024 .
  • No tax gross-ups or unusual perquisites; hedging/pledging prohibited by policy .

Performance Compensation

Annual Bonus Plan (2024):

MetricWeightingTargetActualPayout Contribution
GAAP Revenue25% $106M $102.0M 17.5%
Adjusted EBITDA Margin25% 20% 14% 0%
GAAP Revenue Attrition25% ≤3% 0.5% 37.5%
ShotSpotter Net Promoter Score12.5% >55% 66% 12.5%
Great Place to Work Certification12.5% Achieve Achieved 12.5%
Total Attainment80% (reduced to 77.5% for payout)

Long-Term Incentive (LTI) – PSUs & RSUs (2024 structure):

  • LTI split 50% PSUs, 50% RSUs; no options granted to NEOs beginning 2024 .
  • PSU metrics: Total Revenue in 2026 and Adjusted EBITDA in 2026; each with threshold–target–maximum payout range of 50%–100%–200%; PSUs vest at end of three years based on performance .
  • RSUs vest ratably over three years (quarterly) .

Equity Ownership & Alignment

Beneficial ownership and unvested awards:

ItemDetail
Total Beneficial Ownership150,895 shares; <1% of outstanding (12,666,095 shares)
Ownership Guidelines2x annual base salary for officers; measured each Dec 31
Retention to meet guidelinesMust retain at least 50% of shares from option exercise/RSU vest until compliant
Hedging/PledgingProhibited (no hedging or pledging as collateral)

Outstanding Equity Awards (as of 12/31/2024):

  • RSUs (unvested): 18,222 (3/1/2024; vests 8.33% quarterly starting 3/1/2024; MV $237,979 at $13.06) ; 8,552 (2/27/2023; vests 6.25% quarterly; MV $111,689) ; 5,915 (2/17/2022; vests 6.25% quarterly; MV $77,250) ; 441 (3/9/2021; vests 6.25% quarterly; MV $5,759) .
  • PSUs (unearned at threshold counts): 12,148 + 12,148 (3/1/2024; vest after three years based on 2026 revenue and Adjusted EBITDA; MV $158,653 each) .
  • Options (exercisable/unexercisable; all underwater vs $13.06 close):
    • 50,000 @ $44.95 (3/7/2019; exp 3/6/2029; exercisable) ;
    • 21,419 @ $34.07 (3/6/2020; exp 3/5/2030; exercisable) ;
    • 3,677 ex / 246 unex @ $37.26 (3/9/2021; exp 3/9/2031) ;
    • 22,586 ex / 9,301 unex @ $26.50 (2/17/2022; exp 2/16/2032) ;
    • 11,285 ex / 13,339 unex @ $32.89 (2/27/2023; exp 2/27/2033) .
    Closing price used for market values: $13.06 on 12/31/2024 .
    Vesting cadence for options: 1/48th monthly post-grant .

Employment Terms

TermEconomics / Provision
Employment statusAt-will
Severance (without cause; death/disability excluded)6 months of then-current base salary; 6 months acceleration of unvested options (and for Ms. Golzadeh, options and RSUs)
Change-in-Control (CIC)Double-trigger: if terminated without cause or resigns for good reason within 12 months of CIC, 100% acceleration of unvested options (and for Ms. Golzadeh, options and RSUs)
ClawbackDodd-Frank-compliant Incentive Compensation Recoupment Policy adopted Nov 2023; SOX 304 reimbursement applies to CEO/CFO for misconduct-related restatements

Compensation governance context:

  • 2024 say-on-pay approval ~90% following program changes (more formulaic bonus and introduction of PSUs) .
  • No tax gross-ups; independent consultant (Aon) advises committee, with defined peer group and pay-for-performance emphasis .

Investment Implications

  • Alignment and retention: Officer ownership guidelines (2x salary) and quarterly RSU vesting drive ongoing equity accumulation; hedging/pledging prohibitions strengthen alignment. Options are materially underwater vs $13.06 12/31/24 price, limiting near-term exercise-driven selling pressure; RSU quarterly vesting and 2027 PSU cliff vesting are the primary supply events to monitor .
  • Pay-for-performance levers: 2024 bonus metrics tied to revenue, EBITDA margin, retention, NPS, and culture produced a 77.5% payout; future PSUs hinge on 2026 revenue and Adjusted EBITDA, creating medium-term execution incentives and potential upside dilution if performance exceeds target (up to 200% of target PSUs) .
  • Retention risk economics: Severance is modest (0.5x salary) but includes partial acceleration (6 months) of RSUs/options on involuntary termination; CIC terms include full acceleration under double-trigger, which can affect deal-related dilution and post-transaction supply dynamics .
  • Performance track record context: Company revenue and gross profit grew 10% in 2024, though GAAP net loss widened and cumulative TSR declined; achieving 2026 PSU goals will likely require sustained revenue growth and EBITDA margin expansion under Ms. Golzadeh’s operating remit .

Note: We attempted to fetch recent Form 4 filings for “Nasim Golzadeh” via the insider-trades skill to assess live insider selling/buying and current post-transaction positions, but the request returned Unauthorized (401). We therefore relied on the latest proxy data for ownership and award vesting schedules (no recent Form 4 trade data included).