Kelly Bliss
Teladoc HealthAbout Kelly Bliss
Kelly Bliss, age 50, is President, U.S. Group Health at Teladoc Health, overseeing strategy, partnerships, product management, marketing (B2B, consumer, operations), sales, operations, and client management; she has held this role since July 2020 after serving as Chief Client Officer (2017–2020) and previously at Best Doctors (VP 2014–2016; Chief of Staff 2016–2017) . She holds a Bachelor’s degree in Industrial Psychology from Nichols College and currently serves on the Federal Reserve Bank Second District Advisory Council . Company performance in 2024: revenue $2.6B, adjusted EBITDA $311M (12.1% margin), cash and equivalents $1.3B, international revenue up 12%, U.S. integrated care members 93.8M (+5%), chronic care enrollment 1.2M (+4%), total visits 17.3M; these metrics informed incentive outcomes across executives (including Bliss) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Teladoc Health | President, U.S. Group Health | 2020–present | Leads U.S. Group Health strategy and execution across go‑to‑market, product, marketing, sales, operations, and client success; role expanded in 2024 to include B2B marketing, consumer marketing, marketing ops, product design, user research, and parts of corporate development and strategy . |
| Teladoc Health | Chief Client Officer | 2017–2020 | Drove client management and retention across enterprise clients, underpinning integrated care adoption and revenue scaling . |
| Best Doctors | Vice President | 2014–2016 | Senior leadership at Best Doctors prior to its 2017 acquisition by Teladoc Health; operational and client impact in second‑opinion and specialty consults . |
| Best Doctors | Chief of Staff | 2016–2017 | Supported executive operations through acquisition integration into Teladoc Health . |
External Roles
| Organization | Role | Years |
|---|---|---|
| Federal Reserve Bank, Second District | Advisory Council Member | Current |
Fixed Compensation
| Year | Base salary ($) | Notes |
|---|---|---|
| 2023 | 440,000 | Pre‑expansion of responsibilities . |
| 2024 | 453,200 | Increased in August 2024 to $500,000 due to expanded scope . |
| 2025 | 520,000 | Approved March 1, 2025 . |
| Component (2024) | Target / Terms | Actual |
|---|---|---|
| Target bonus (% of base) | Raised from 65% to 75% in Aug 2024 | — |
| Annual cash bonus payout | — | 50.7% of target; $190,000 . |
| Retention bonus (one‑time) | — | $90,600 (April 26, 2024), repayable if terminated for Cause or voluntary without Good Reason before April 26, 2025 . |
Performance Compensation
| 2024 Annual Bonus – Corporate metrics | Threshold | Target | Maximum | Actual | Notes |
|---|---|---|---|---|---|
| Revenue ($mm) | 2,602 | 2,766 | 2,930 | 2,570 | 0% achievement . |
| Adjusted EBITDA excl. bonus ($mm) | 390 | 462 | 538 | 337 | 0% achievement . |
| OKRs (19 operating metrics across five objectives) | — | — | — | 66% | OKR category achievement used by Committee . |
- Bonus pool allocation: For commercial segments (including Bliss), bonus pool allocation is 50% corporate performance and 50% segment performance; segment portion based on segment revenue and segment bonus margin (and bookings for Integrated Care) .
- Committee applied a business‑unit overlay due to H2’24 reorganization; cash bonus pool ~50% of 2023 level; individual outcomes reflected performance and retention considerations; Bliss paid 50.7% of target ($190,000) .
| 2024 PSU grant design for NEOs (including Bliss) | Weighting | Performance period | Vesting (if earned) | Achievement |
|---|---|---|---|---|
| Adjusted EBITDA (2024) | 40% | FY2024 | 1/3 on Mar 19, 2025; 2/3 in eight equal quarterly installments from Jun 1, 2025 . | 0% (311 vs threshold 328; target 395; max 462) . |
| Free Cash Flow (2024) | 10% | FY2024 | Same as EBITDA PSUs . | 0% (170 vs threshold 193; target 255; max 317) . |
| Revenue (2025) | 50% | FY2025 | 2/3 on Mar 1, 2026; 1/3 in four equal quarterly installments thereafter . | TBD (targets undisclosed; to be disclosed after period) . |
| 2024 Equity Grants – Kelly Bliss | RSUs (#) | PSUs target (#) |
|---|---|---|
| Annual grant | 58,300 | 58,300 . |
Equity Ownership & Alignment
| Beneficial ownership (Mar 27, 2025) | Shares | Options (exercisable within 60 days) | RSUs (vesting within 60 days) | Total | Ownership % of SO |
|---|---|---|---|---|---|
| Kelly Bliss | 45,384 | 57,149 | — | 102,533 | ~0.06% (102,533 / 175,277,825 shares outstanding) . |
| Outstanding awards at FY‑end 2024 (Bliss) | Count | Value ($) | Terms |
|---|---|---|---|
| RSUs unvested | 58,300 | 529,947 | Standard RSU schedule: 1/3 on first anniversary; remainder in eight equal quarterly installments beginning Jun 1, 2025 . |
| PSUs – Revenue 2025 (unearned) | 29,150 | 264,974 | Earn based on 2025 revenue; vests 2/3 Mar 1, 2026, 1/3 quarterly over one year . |
| PSUs – 2024 EBITDA/FCF (unearned) | 29,150 | 264,974 | Would have vested starting Mar 19, 2025; zero earned for 2024 achievements . |
| Options (2012 grant) – exercisable | 48,984 | — | $32.62 strike; expire 5/31/2032 . |
| Options (2012 grant) – unexercisable | 9,798 | — | Same terms . |
| 2024 realized activity | Shares | $ |
|---|---|---|
| Stock vested | 43,433 | 546,509 . |
| Options exercised | — | — . |
- Ownership guidelines: Executives must hold ≥3x base salary in TDOC shares; compliance status by executive not disclosed .
- No hedging or pledging permitted by policy; TDOC maintains an Insider Trading Compliance Policy prohibiting hedging and pledging .
- Clawback: Incentive‑based compensation subject to SEC/NYSE‑compliant recovery for material restatements; 3‑year lookback .
Employment Terms
| Provision | Base case (termination without Cause or resignation for Good Reason) | CIC (double‑trigger: within 12 months of change‑in‑control) |
|---|---|---|
| Cash severance | 12 months base salary | 12 months base salary . |
| Health benefits | Up to 12 months COBRA premiums if elected | Up to 12 months COBRA premiums . |
| Bonus treatment | Prior‑year earned but unpaid; segment of current‑year pro‑rata (only specified for some NEOs; Bliss receives a lump‑sum % of target in CIC) . | Lump‑sum: 75% of target bonus; plus pro‑rata current‑year for some NEOs (Murthy/Vandervoort), Bliss gets 75% target per CIC terms . |
| Equity treatment | Accelerated vesting of time‑based awards scheduled to vest in next 12 months and continued eligibility for performance‑based vesting if conditions are met within that window . | Accelerated vesting of time‑based awards; continued eligibility for performance‑based awards if conditions are met; CIC earning mechanics for PSUs per plan . |
| Restrictive covenants | Non‑compete and non‑solicit for 12 months post‑termination . | Same . |
| Retention bonus (2024) | $90,600 retention bonus payable, subject to continued employment through Apr 26, 2025; repayable if terminated for Cause or voluntary without Good Reason during retention period . | Same repayment conditions . |
Definitions: “Cause” includes willful failure to perform, misconduct, felony/dishonesty, or material policy violations; “Good Reason” includes material reduction in base/target/duties, required relocation, failure by successor to assume agreement—per Bliss’s agreement (aligns with CEO’s definition) .
Compensation Structure Analysis
- Equity‑heavy, performance‑tilted pay: 2024 annual equity for NEOs split 50% RSUs / 50% PSUs; PSUs tied to 2024 adj. EBITDA, 2024 FCF, and 2025 revenue; Bliss received 58,300 RSUs and 58,300 PSUs .
- Outcome discipline: No PSUs earned for 2024 metrics (adj. EBITDA and FCF below threshold; 2023 revenue PSUs also below threshold), reinforcing pay‑for‑performance rigor .
- Cash bonus reset to unit structure: 2024 corporate metrics (revenue and adj. EBITDA) achieved 0%; OKRs at 66%; Committee applied business‑unit overlay; Bliss paid 50.7% of target ($190,000) amid reorg and retention priorities .
- Market‑aligned governance: Independent Compensation Committee, Aon as independent consultant, annual say‑on‑pay support 95.9% (2024) .
Compensation Peer Group (Benchmarking context)
Peer group (updated for 2024 determinations): Akamai, DocuSign, Dropbox, Euronet, Evolent, Maximus, Medpace, Nutanix, Okta, OpenText, Privia Health, RingCentral, Splunk, Twilio—selection based on market cap/revenue comparability, healthcare tech/SaaS talent markets; Committee does not target a specific percentile, uses discretion based on roles and contribution .
Say‑on‑Pay & Shareholder Feedback
Say‑on‑pay approval: 91.6% (2022), 81.9% (2023), 95.9% (2024); Committee maintained philosophy and tightened equity burn in 2025 in response to feedback .
Investment Implications
- Alignment and retention: Bliss’s compensation emphasizes performance equity (zero earned for 2024 EBITDA/FCF), with meaningful RSU time‑based retention and a 2025 revenue PSU focus; 2024 cash bonus paid at 50.7% of target under restructured unit overlay, plus a one‑time retention bonus with clawback conditions—suggesting balanced retention risk management amid leadership changes .
- Insider supply: 2024 vesting of 43,433 shares (no option exercises) indicates routine supply from vesting but limited exercise‑driven selling pressure; options are out‑of‑the‑money at $32.62 strike (contextual alignment with long‑term appreciation) .
- Ownership and policies: Direct+derivative beneficial ownership of ~0.06% with strict no‑hedging/pledging and 3x‑salary ownership guideline; policy framework supports alignment even with modest personal stake typical for non‑CEO NEOs .
- CIC/severance terms: Double‑trigger CIC with 12 months salary, 75% of target bonus, and accelerated time‑based vesting; terms mitigate disruption risk but avoid tax gross‑ups embedded in the equity plan governance and maintain clawback compliance .
Overall, Bliss’s pay emphasizes operating and revenue execution with strict PSU hurdles; 2024 underachievement curtailed performance payouts, while retention tools and expanded scope/pricing indicate confidence in U.S. Group Health growth initiatives .