Elaine Birkemeyer
TACTILE SYSTEMS TECHNOLOGYAbout Elaine Birkemeyer
Elaine M. Birkemeyer, age 50, has served as Chief Financial Officer of Tactile Systems Technology, Inc. (TCMD) since March 2023. She holds an MBA from Northwestern University’s Kellogg School of Management and a BS in Economics from the University of Pennsylvania’s Wharton School, with 26+ years of experience across finance, accounting, strategy and business planning at UnitedHealth Group, Best Buy, Sleep Number, and Target . Under her tenure, TCMD delivered 2024 revenue of $292.984 million and net income of $16.960 million; Adjusted EBITDA was $37.1 million with a 12.7% margin. The company’s 2024 company-selected pay-for-performance measure is revenue, and TSR for a $100 investment measured from 2019 stood at 25.37 (peer index 103.67) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| UnitedHealth Group (Optum Care Solutions) | CFO | May 2021–Mar 2023 | Led finance for home and community-based care, behavioral benefits management and condition-centric care portfolio . |
| UnitedHealth Group (Rally Health) | CFO | Mar 2020–May 2021 | Finance leadership for digital health subsidiary . |
| UnitedHealth Group (Optum Corporate Finance) | SVP | Feb 2017–Mar 2020 | Corporate finance leadership at Optum . |
| UnitedHealth Group (Optum Operations Finance) | VP | Jul 2014–Feb 2017 | Headed finance for Optum Operations . |
| Best Buy Co., Inc. | Senior Director, Strategy & Business Planning; Senior Finance Director; Senior Finance Manager | 2008–2014 | Oversaw strategy, planning and program management for Dotcom and Services; led finance for Portable Electronics and Entertainment & Mobile Electronics . |
| Sleep Number Corporation | Senior Finance Manager | 2007–2008 | Finance leadership in specialty retail . |
| Target Corporation | Senior Manager, Merchandise Finance (Target Sourcing Services) | 2003–2006 | Led financial planning, forecasting and expense budgeting for private label business . |
External Roles
No public company directorships or external board roles disclosed for Elaine Birkemeyer .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary (Earned) ($) | $315,385 | $425,000 |
| Base Salary (Set in Offer) ($) | $400,000 (initial) | n/a |
| Target Bonus % of Base | 55% (prorated) | 60% |
Performance Compensation
2024 Management Incentive Plan (MIP) Structure and Outcomes
| Metric | Weight | Threshold | Target | Maximum | Actual 2024 Result | Payout % |
|---|---|---|---|---|---|---|
| Revenue (in $mm) | 65% | $283.0 | $310.0 | $337.0 | $293.0 | 68.5% |
| Adjusted EBITDA (in $mm) | 35% | $31.1 | $36.4 | $41.7 | $37.1 | 106.7% |
| Weighted Payout | — | — | — | — | — | 82.0% |
| Executive | 2024 MIP Payment ($) |
|---|---|
| Elaine M. Birkemeyer | $209,100 |
PSUs – Earned and Vesting
| Grant | Performance Year | Target PSUs (#) | Actual Earned PSUs (#) | Vesting Timing |
|---|---|---|---|---|
| 2023 PSUs (granted in 2023) | 2024 | 3,812 | 3,446 | Vested on Feb 20, 2025 (upon certification) |
| 2024 PSUs (granted in 2024) | 2024 | 7,204 | 6,887 | Will vest when 2025 performance is certified |
2024 PSU payout factors were based on revenue change and Adjusted EBITDA margin, yielding 95.6% of target for the 2024 performance year; 2023 PSUs’ 2024 performance yielded 90.4% of target .
2024 Equity Grants (Annual Awards)
| Equity Type | Grant Date | Shares (#) | Vesting |
|---|---|---|---|
| RSUs | Feb 21, 2024 | 32,420 | One-third on each of first three anniversaries of grant |
| PSUs (Target) | Feb 21, 2024 | 21,613 | Earned over 2024–2026; pro-rata vesting upon certification each year |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Mar 13, 2025) | 27,593 shares; less than 1% of outstanding . Includes 9,689 RSUs scheduled to vest within 60 days . |
| Stock Ownership Guidelines | Executives must hold shares ≥1x base salary; RSUs count, options/PSUs do not; progress toward compliance noted . |
| Hedging/Pledging | Prohibited for executives and directors (short sales, options, derivatives; pledging disallowed) . |
Outstanding Equity Awards (12/31/2024)
| Award | Shares (#) | Market Value ($) | Notes |
|---|---|---|---|
| RSUs (legacy tranche) | 19,379 | $331,962 | Half vest May 10, 2025; half May 10, 2026 . |
| RSUs (2024 grant) | 32,420 | $555,355 | One-third annual vest from Feb 21, 2024 . |
| 2023 PSUs – earned (2024 yr) | 2,848 | $48,786 | Vested Feb 20, 2025 . |
| 2023 PSUs – target (2025 yr) | 3,812 | $65,300 | Earnable on 2025 performance; vest upon certification . |
| 2024 PSUs – earned (2024 yr) | 6,887 | $117,974 | Vest when 2025 performance is certified . |
| 2024 PSUs – target (2025–2026) | 14,409 | $246,820 | Earnable on 2025–2026 performance; vest upon certification . |
Note: Market values reflect $17.13 closing price on Dec 31, 2024 .
Employment Terms
| Provision | Key Terms |
|---|---|
| Severance Plan Eligibility | Participant in Executive Employee Severance Plan . |
| Non-Compete / Non-Solicit | 12 months post-employment; restrictions on competitive business, employee/customer solicitation; confidentiality and IP assignment . |
| Severance (No CIC) | 1x base salary over 12 months; 12 months of employer portion of health premiums; pro rata vesting of unvested equity per plan rules . |
| Severance (CIC within 12 months; double trigger) | 1x (base + target bonus) cash lump sum; 12 months health premiums; full vesting of unvested equity (PSUs at target for uncompleted periods) . |
| Clawbacks | Mandatory restatement clawback (Rule 10D-1) and supplemental misconduct clawback for SVP+ . |
| Tax Gross-Ups | None (general policy; no excise tax gross-ups) . |
Potential Payments to Elaine Birkemeyer (Hypothetical as of 12/31/2024)
| Scenario | Base ($) | Target Bonus ($) | Health ($) | Accelerated RSUs ($) | Accelerated PSUs ($) | Total ($) |
|---|---|---|---|---|---|---|
| Involuntary Termination (No CIC) | 425,000 | — | — | 266,166 | 100,330 | 791,496 |
| Involuntary Termination (Within 12 mo post-CIC) | 425,000 | 255,000 | — | 887,317 | 173,116 | 1,740,433 |
| Death/Disability | — | — | — | 887,317 | 107,816 | 995,133 |
| CIC; Awards Not Assumed | — | — | — | 887,317 | 173,116 | 1,060,433 |
Compensation Structure vs Performance Metrics
- Annual cash incentive (MIP) tied 65% to revenue and 35% to Adjusted EBITDA with linear interpolation; 2024 weighted payout was 82.0% based on $293.0 million revenue and $37.1 million Adjusted EBITDA .
- Long-term equity awards (PSUs) span 2024–2026 with metrics: revenue growth and Adjusted EBITDA margin/change; 2024 PSU payout was 95.6% of target; 2023 PSUs’ 2024 year paid at 90.4% .
- Equity mix emphasizes performance (PSUs) alongside RSUs; no stock options to NEOs since 2021 .
Vesting Schedules and Insider Selling Pressure
| Award | Upcoming Vest Date(s) | Shares (#) | Notes |
|---|---|---|---|
| RSUs (legacy tranche) | May 10, 2025; May 10, 2026 | 9,689 each half | Time-based vest; potential liquidity windows. |
| RSUs (2024) | Anniversaries: Feb 21, 2025/2026/2027 | ~10,807 each tranche | One-third annual vest. |
| 2024 PSUs – earned (2024 year) | Upon 2025 certification | 6,887 | Performance-based vest timing tied to certification. |
| 2024 PSUs – target (2025–2026) | Upon certification | Up to 14,409 target | Earn/vest contingent on future results. |
No option exercises disclosed for Elaine in 2024; stock awards vested as noted (RSUs and PSUs) . Pledging/hedging prohibitions reduce forced-selling risk; ownership guidelines require retention of at least 50% of net profit shares until guideline compliance .
Equity Ownership & Pledging
- Beneficial ownership is less than 1% of shares outstanding (27,593 shares), limiting direct control but providing alignment via RSUs/PSUs; no pledging/hedging allowed .
Change-of-Control Economics
- Double-trigger vesting and cash severance (base + target bonus) within 12 months post-CIC; PSUs at target for uncompleted periods; no excise tax gross-ups .
Compensation Peer Group (Benchmarking)
- 2024 peer group includes 18 medtech companies (e.g., AngioDynamics, Artivion, AtriCure, Axonics, Glaukos, LeMaitre, Nevro, Outset Medical, SI-BONE, STAAR, Surmodics, Zynex). Committee generally targeted the 50th percentile for benchmarking .
Say-on-Pay & Shareholder Feedback
- 2023 say-on-pay approval: ~96%; Committee made no material changes in 2024 due to strong support .
Employment Start Date, Tenure, Qualifications
- Appointed CFO effective March 20, 2023 via offer letter; initial base $400,000; 55% target bonus for 2023; sign-on RSUs $250,000; initial equity $600,000 (60% RSUs/40% PSUs) .
- Education: MBA (Kellogg), BS Econ (Wharton) .
Performance & Track Record
| Metric | 2023 | 2024 |
|---|---|---|
| Total Revenue ($000s) | 274,423 | 292,984 |
| Net Income ($000s) | 28,515 | 16,960 |
| Adjusted EBITDA ($mm) | — | 37.1 |
| Adjusted EBITDA Margin (%) | — | 12.7% |
| Company TSR (Value of $100 since 12/31/2019) | 21.18 | 25.37 |
| Peer Group TSR | 98.68 | 103.67 |
Director/Committee Governance (for compensation oversight context)
- Compensation and Organization Committee oversees executive compensation, succession, equity plans; 6 meetings in 2024 .
- Clawback policies and risk assessments in place; program designed to avoid excessive risk-taking .
2023–2024 Compensation Summary (Elaine Birkemeyer)
| Year | Salary ($) | Stock Awards ($) | Non-Equity Incentive ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|
| 2023 | 315,385 | 849,976 | 187,898 | — | 1,353,259 |
| 2024 | 425,000 | 749,978 | 209,100 | 13,800 | 1,397,878 |
Employment Terms (Offer Letter Highlights)
| Component | Terms |
|---|---|
| Base Salary (initial) | $400,000 |
| Target Bonus (2023) | 55% of base (prorated) |
| Sign-on RSUs | $250,000; vest over 3 years |
| Initial Equity Grant | $600,000; 60% RSUs (3-yr vest), 40% PSUs (3-yr multi-year performance) |
| Severance eligibility | Executive Severance Plan participation |
Investment Implications
- Pay-for-performance alignment: CFO incentives are tightly linked to revenue growth and Adjusted EBITDA/EBITDA margin, with 2024 PSU payout at 95.6% of target and MIP at 82.0%—this ties compensation to key value drivers and supports discipline on profitable growth .
- Retention risk: Significant unvested RSUs/PSUs with multi-year schedules and double-trigger CIC protection reduce near-term attrition risk; severance provides standard medtech protections without gross-ups .
- Trading signals: Upcoming vesting events (May and February anniversaries; PSU certification) may create liquidity windows, but hedging/pledging prohibitions and ownership guidelines moderate selling pressure; beneficial ownership is <1% .
- Governance quality: Robust clawbacks, independent comp consultant (Coda), and 50th percentile benchmarking limit pay inflation risk; strong 2023 say-on-pay support (96%) indicates investor acceptance .