Ian Harris
About Ian Harris
Ian Harris is the Chief Financial Officer of Talkspace, Inc. (TALK), appointed on May 20, 2024; he is 36 years old, holds B.A. degrees in Economics and International Relations from Brown University, and previously served as Partner and Managing Director at Hudson Executive Capital and in healthcare investment banking at Barclays Capital . During Harris’s tenure beginning in mid-2024, Talkspace continued its operational turnaround, reaching profitability in 2024 and showing multi‑year revenue growth; the company reported net income of $1.148 million in 2024 versus losses in 2023 and 2022, and management commentary notes TSR improvement as leadership stabilized .
Performance snapshot
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | $119,567,000* | $150,045,000* | $187,593,000* |
| Net Income ($USD Thousands) | $(79,672) | $(19,182) | $1,148 |
*Values retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Hudson Executive Capital LP | Partner & Managing Director | 2017–2024 | Led sourcing, diligence, and portfolio management across healthcare, technology, and financial services, informing value creation and capital allocation frameworks . |
| Barclays Capital (investment banking division of Barclays PLC) | Healthcare Investment Banking | Not disclosed | Advised healthcare companies on M&A and capital markets activities, contributing transaction execution expertise relevant to TALK’s growth strategy . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Cantaloupe (Nasdaq: CTLP) | Director | Current | Board service at a public technology company; enhances governance, finance oversight, and market perspective . |
| Liberated Syndication, Inc. | Director | Current | Board role adds operating and digital platform exposure . |
Fixed Compensation
| Component | 2024 Design | 2024 Actual |
|---|---|---|
| Base salary | $400,000 annually | $233,000 (pro‑rated for May 20, 2024 start date) . |
| Target bonus | 100% of base salary; max 150% | Awards at 82% of target for eligible NEOs; Harris’s bonus prorated to 7/12ths for 2024; paid $219,733 in Feb 2025 . |
| All other compensation | Standard benefits participation | $30,598 (401k match, employer-paid insurance, etc.) . |
Performance Compensation
Annual Cash Incentive (FY 2024)
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Company and individual performance (discretionary program) | 0–150% of target (Comp Committee/CEO discretion) | 100% of base | 82% of target for NEOs | $219,733 (Harris) | Cash payout; paid Feb 2025 . |
Equity Awards
| Award Type | Grant Date | Shares/Value | Vesting | Notes |
|---|---|---|---|---|
| Inducement RSUs | 2024 (grant upon appointment) | 300,000 RSUs | Annually over 4 years on each anniversary of grant | Outstanding at YE 2024: 300,000 unvested RSUs with market value $927,000 . |
| 2024 LTIP (Plan) | 2024 | Target $650,000 (7/12ths for 2024); 80% RSUs / 20% options expected | 25% at 1st anniversary; remaining 75% in 12 quarterly installments | Proxy shows Harris received 311,250 RSUs and 0 options in 2024; consulting RSUs (11,250) granted early 2024 with 6,250 forfeited upon CFO appointment . |
| Options | 2024 | None shown for Harris | N/A | Despite offer letter expectation of options in LTIP mix, the proxy reports no options granted to Harris in 2024 . |
Policies supporting pay‑for‑performance
- Clawback (NASDAQ‑compliant) covering incentive‑based cash and equity; recovery required for financial restatements and discretionary recovery for misconduct .
- Stock ownership guidelines: executives and non‑employee directors must meet role‑based multiples within five years; ongoing holding required thereafter (specific multiple not disclosed) .
- Anti‑hedging policy prohibits hedging transactions (e.g., collars, swaps, exchange funds) for directors, officers, and employees .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 219,518 shares; includes 128,481 common shares and 91,037 issuable within 60 days (options/RSUs) . |
| % of shares outstanding | Less than 1% (based on 167,368,089 shares outstanding on April 21, 2025) . |
| Unvested equity (YE 2024) | 300,000 RSUs unvested; market value $927,000 . |
| Options (exercisable/unexercisable) | None disclosed for Harris at YE 2024 . |
| Hedging/pledging | Hedging prohibited; pledging not specifically disclosed in policy text . |
| Ownership guidelines compliance | Guidelines exist; compliance status and exact multiples not disclosed; expected to comply within five years . |
Employment Terms
| Term | Detail |
|---|---|
| Start date & role | Appointed CFO effective May 20, 2024 . |
| Employment nature | At‑will (Company or executive may terminate at any time) . |
| Offer letter economics | Base $400,000; target bonus 100% (max 150%); 2024 bonus at least 7/12ths of target; inducement 300,000 RSUs; 2024 LTIP equal to 7/12ths of $650,000 target (80% RSUs/20% options), vesting 25% at first anniversary then quarterly . |
| Restrictive covenants | Six‑month post‑termination non‑solicit per Offer Letter ; Employment agreements include standard confidentiality, invention assignment, and non‑compete/non‑solicit restrictions during employment and for 12 months thereafter . |
| Severance plan tier | Tier 1 under Executive Severance Plan . |
| Clawback/insider policy | NASDAQ‑compliant clawback; robust insider trading policy . |
Severance and Change‑of‑Control Economics (Executive Severance Plan)
| Scenario (as of Dec 31, 2024) | Cash | Equity Acceleration | Healthcare (COBRA) | Total |
|---|---|---|---|---|
| Termination without cause / good reason (no CIC) | $400,000 | — | $47,002 | $447,002 |
| Change in control (no termination) | — | — | — | — |
| Termination without cause / good reason in connection with CIC | $1,600,000 | $927,000 | $70,503 | $2,597,503 |
Plan mechanics (Tier 1): outside CIC — 12 months salary + up to 12 months COBRA; CIC window (3 months pre to 12 months post) — 24 months salary + 200% of target bonus, pro‑rata target bonus, up to 18 months COBRA, and full equity acceleration; subject to release and 280G “best‑pay” provision .
Investment Implications
- Alignment: High at‑risk pay (100% target bonus; equity-heavy LTIP; multi‑year vesting) with clawback and ownership guidelines supports pay‑for‑performance and long‑term alignment; hedging prohibited, reducing misalignment risks .
- Retention: Significant unvested RSUs (300,000) with annual vesting and expected recurring LTIP grants create meaningful retention hooks; Tier 1 CIC benefits (24 months salary + 200% target bonus + full acceleration) reduce change‑of‑control flight risk but increase potential parachute costs .
- Trading signals and overhang: Beneficial ownership is <1%; watch quarterly and annual RSU vest dates (June 1 anniversaries and quarter‑end cadences) for potential Form 4 activity and supply dynamics; no options outstanding for Harris at YE 2024 .
- Execution risk and track record: Company achieved first‑ever profitability in 2024; multi‑year revenue growth continues, while bonus outcomes at 82% of target suggest performance improvements but not at stretch levels; continued focus on profitable scaling remains key .