Mark Weinswig
About Mark Weinswig
Mark Weinswig, age 53, has served as Turtle Beach Corporation’s Chief Financial Officer since February 3, 2025, and is the Company’s principal financial officer and principal accounting officer . He holds an MBA from Santa Clara University and a BS in Accounting from Indiana University and has held both CPA and CFA designations . Prior roles include CFO positions at Ouster (post-merger with Velodyne), Velodyne, and Avinger, plus finance leadership roles at Emcore, Avanex, and Coherent; he also worked at PwC and as an equity research analyst at Morgan Stanley covering the optical industry . Company performance before his tenure showed strong momentum: FY2024 revenue grew materially, net income turned positive, and adjusted EBITDA increased significantly .
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Net Revenue ($USD Millions) | $258.1 | $372.8 |
| Net Income ($USD Millions) | $(17.7) | $16.2 |
| Adjusted EBITDA ($USD Millions) | $6.5 | $56.4 |
Adjusted EBITDA is a non-GAAP measure as described in the Company’s filings .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Ouster, Inc. | Chief Financial Officer | 2023–2025 | Led post-merger integration with Velodyne, delivering cost savings and operational efficiencies |
| Velodyne Lidar | Chief Financial Officer | 2022–2023 | CFO through merger into Ouster |
| Avinger, Inc. | Chief Financial Officer | 2018–2022 | Commercial-stage medical device finance leadership |
| Emcore; Avanex; Coherent | Finance leadership roles | n/a | Optical components/laser industry financial leadership |
| Morgan Stanley | Equity Research Analyst (optical industry) | n/a | Sell-side coverage of optical industry |
| PricewaterhouseCoopers | Public Accounting | n/a | Foundation in audit/accounting |
External Roles
No public company directorships or external governance roles are disclosed for Weinswig in Company filings .
Fixed Compensation
| Component | Terms |
|---|---|
| Base Salary | $385,000 per year |
| Target Annual Bonus | 65% of base salary, based on pre-established goals set by the Board/Compensation Committee |
| Sign-on Bonus | $100,000, payable within 30 days of start; subject to prorated repayment if terminated for Cause or resignation without Good Reason before first anniversary |
| Initial Equity Grant | RSUs with grant date fair value of $1,800,000, subject to a four-year service condition under the 2023 Stock Plan |
Performance Compensation
- Company executive bonus framework (2024) emphasized corporate performance, eliminating individual modifiers and capping payouts at 150% of target . It used two financial metrics—Net Revenue (20% weight) and Adjusted EBITDA (65% weight)—plus shared strategic goals for headset and controller market share growth (10% and 5% weights, respectively) . CFO-specific 2025 metric weights and absolute targets were not disclosed in filings reviewed .
| Metric | Weight | Target Level | Threshold → Max Payout Range |
|---|---|---|---|
| Net Revenue | 20% | $390.6M | 65% payout at $351.0M (90% of target) → 150% payout at $468.7M (120% of target) |
| Adjusted EBITDA | 65% | $57.75M | 50% payout at $46.2M (80% of target) → 150% payout at $72.2M (125% of target) |
| Headset Share Growth | 10% | 10–199 bps increase | 0% payout if <10 bps; 125% at 200–399 bps; 150% at ≥400 bps |
| Controller Share Growth | 5% | 300–499 bps increase | 0% payout if <300 bps; 125% at 500–699 bps; 150% at ≥700 bps |
In 2024, Company actuals produced ~83.06% of target payout for financial metrics; headset share missed threshold and controller achieved target (illustrative of plan mechanics) . This pertains to 2024 NEOs; CFO Weinswig’s 2025 bonus specifics were not disclosed .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 0 shares beneficially owned as of April 11, 2025; “less than 1%” of outstanding shares |
| Unvested Equity | Initial RSU grant with $1.8M grant-date fair value; vests over 4 years per award documents (units not disclosed) |
| Stock Ownership Guidelines | Company maintains guidelines for CEO (3x base salary within 5 years) and non-employee directors; no CFO-specific guideline disclosed |
| Hedging/Pledging | Prohibited for executives and directors; includes short sales, derivatives, hedging transactions, and margin pledges |
| Clawbacks | Exchange Act-compliant recoupment policy plus broader discretionary clawback adopted; CFO is subject to these policies |
Employment Terms
| Provision | Terms |
|---|---|
| Start Date / Role | Effective February 3, 2025; CFO, principal financial and accounting officer |
| Term & Auto-Renewal | Initial 3-year term; auto-extends annually unless either party opts out with 60 days’ notice |
| Severance (No Cause / Good Reason / Company non-extension) | 12 months of base salary (monthly), pro-rata annual bonus (based on actuals), and up to 12 months COBRA continuation (or equivalent cash if nondiscrimination issues), subject to release and ongoing obligations |
| Change-in-Control Economics | If termination occurs within six months following a Change in Control, severance increases to 1.5x base salary, paid in a lump sum (plus pro-rata bonus and health continuation per above), subject to release |
| Equity After CoC | Company-wide compensation policy references “double-trigger” change-in-control treatment for equity; CFO’s agreement defers to plan/award documents for equity terms |
| Restrictions & Policies | Confidentiality, non-disparagement, return of property, cooperation obligations (post-termination hourly rate = base/2,080 except during severance period) |
| Non-Compete / Non-Solicit | No specific non-compete or non-solicit covenant disclosed in the filed CFO agreement; compliance with Proprietary Information Agreement and Company policies required – |
Performance & Track Record
- Integration and efficiency: At Ouster (post-Velodyne merger), led integration strategies yielding cost savings and operational efficiencies, signaling operational execution capability .
- Certifications and controls: Weinswig executed Sarbanes-Oxley Section 302 and 906 certifications on TBCH’s Q3 2025 Form 10-Q, reflecting accountability for disclosure controls and internal control over financial reporting .
Compensation Structure Analysis
- Mix and risk profile: CFO compensation combines fixed base ($385k), target bonus (65% of base), and a large time-based RSU grant ($1.8M) with a 4-year service condition—tilted toward retention rather than explicit performance-vesting (PSUs) . Company-wide clawbacks, anti-hedging/pledging, and governance oversight mitigate risk-taking incentives .
- Pay-for-performance context: While the Company’s 2024 bonus design tied payouts to Net Revenue, Adjusted EBITDA, and market share objectives, specific CFO 2025 bonus metrics are not disclosed; alignment will depend on actual metrics set by the Committee .
- Ownership alignment: As of the 2025 proxy record date, CFO beneficial ownership was 0 shares; RSU time-based vesting provides alignment over time, though lack of PSUs in initial grant reduces direct linkage to performance outcomes vs equity price/EBITDA hurdles .
Investment Implications
- Retention signal: The 4-year, $1.8M RSU grant plus standard severance indicates strong retention orientation during a period of ongoing integration and margin expansion efforts; this should support continuity in financial leadership .
- Alignment considerations: Absence of disclosed CFO stock ownership and time-based RSUs (vs PSUs) could temper near-term pay-for-performance alignment; Company policies on clawbacks and hedging/pledging partially offset this concern .
- Change-of-control: 1.5x base salary within six months post-CoC increases near-term exit economics; equity treatment follows plan’s “double-trigger” approach, moderating windfalls and aligning with governance best practice .
- Execution risk: Weinswig’s track record in integrations and cost efficiencies is favorable; Company results in 2024 show strong revenue and profitability momentum that he is positioned to sustain/extend, though 2025 bonus specifics remain undisclosed, limiting visibility into performance levers linked to his compensation .