Nasim Golzadeh
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 $9.2M in 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| SoundThinking | SVP, Customer Support & Professional Services | 2019–2023 | Led customer success functions |
| CentralSquare Technologies (formerly TriTech Software Systems) | VP Operations & Professional Services | 2014–2019 | Drove professional services revenue growth, operational excellence, process improvement, and customer satisfaction |
| CentralSquare Technologies | Senior Director, Operations | 2013–2014 | Operations leadership |
| CentralSquare Technologies | Director, PMO | pre-2013 | Program management leadership |
| Various (education, banking, manufacturing) | Management & engineering roles | earlier | Technical and managerial foundation |
External Roles
No public company directorships or external board roles disclosed for Ms. Golzadeh in the proxy biography .
Fixed Compensation
| Component | 2024 | Notes |
|---|---|---|
| Base Salary ($) | $330,750 | 5% increase vs 2023 ($315,000) |
| Target Bonus (% of Salary) | 46% | Set by Compensation & Human Capital Committee |
| 2024 Bonus Paid ($) | $117,912 (77.5% attainment of target) | Voluntarily reduced from 80% to 77.5% |
| All Other Compensation ($) | $9,288 | 401(k) match, life insurance premiums, home office reimbursements |
Summary Compensation (multi-year):
| Year | Salary ($) | Stock Awards ($) | Option Awards ($) | Non-Equity Incentive ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|---|
| 2024 | 328,125 | 1,293,015 | — | 117,912 | 9,288 | 1,748,340 |
| 2023 | 315,000 | 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):
| Metric | Weighting | Target | Actual | Payout Contribution |
|---|---|---|---|---|
| GAAP Revenue | 25% | $106M | $102.0M | 17.5% |
| Adjusted EBITDA Margin | 25% | 20% | 14% | 0% |
| GAAP Revenue Attrition | 25% | ≤3% | 0.5% | 37.5% |
| ShotSpotter Net Promoter Score | 12.5% | >55% | 66% | 12.5% |
| Great Place to Work Certification | 12.5% | Achieve | Achieved | 12.5% |
| Total Attainment | — | — | — | 80% (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:
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 150,895 shares; <1% of outstanding (12,666,095 shares) |
| Ownership Guidelines | 2x annual base salary for officers; measured each Dec 31 |
| Retention to meet guidelines | Must retain at least 50% of shares from option exercise/RSU vest until compliant |
| Hedging/Pledging | Prohibited (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
| Term | Economics / Provision |
|---|---|
| Employment status | At-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) |
| Clawback | Dodd-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).