Brian Duffy
Chief Revenue Officer at TEAM
Executive
About Brian Duffy
Brian Duffy, age 45, is Atlassian’s Chief Revenue Officer (CRO) since January 1, 2025, responsible for global revenue strategy and execution; he previously served as CEO of SoftwareOne and held senior leadership roles at SAP (President, Cloud; President, EMEA North) . He holds a Bachelor of International Law (University College Dublin) and an LL.M. in International Business/Trade/Commerce (University of Illinois Chicago School of Law) . During FY2025, Atlassian delivered $5.2B total revenue (+20% YoY), $3.4B Cloud revenue (+28% YoY), and $1.416B free cash flow with a 120% cloud net revenue retention, while the company’s TSR index value rose to $108.4 from $94.4 the prior year .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| SoftwareOne | Chief Executive Officer | May 2023 – Oct 2024 | Not disclosed |
| SAP SE | President, Cloud | Feb 2021 – Mar 2023 | Not disclosed |
| SAP SE | President, EMEA North | Sep 2017 – Mar 2021 | Not disclosed |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| None disclosed | — | — | — |
Fixed Compensation
| Element | FY2025 | Notes |
|---|---|---|
| Base Salary | $575,000 | Set by CLDC; standardized across senior executives |
| Target Bonus % | 60% of base ($172,500) | Annual cash incentive, 0–200% payout based on Cloud/Marketplace Cloud revenue |
| Actual Bonus Paid | $166,640 | Company multiplier 96.6% based on FY2025 attainment |
| Other Cash/Perqs | $5,000 relocation bonus; $2,478 tax gross-up on relocation; $10,542 401(k) match | Company-wide benefits; small gross-up only for relocation |
Performance Compensation
Annual Cash Incentive – FY2025 Metric and Outcome
| Metric | Threshold | Target | Maximum | Actual | Payout |
|---|---|---|---|---|---|
| Cloud & Marketplace Cloud Revenue ($MM) | $3,067 | $3,609 | $4,150 | $3,547 | 96.6% of target |
- Design: 100% formulaic; payout curve 2.0x leverage between 95–105% attainment; year-over-year Cloud growth targets (10%/30%/49%) contextualized to strategic priority .
Equity Awards and Vesting
| Award Type | Grant Date | Target Value / Shares | Vesting Schedule | Accounting Grant-Date Fair Value |
|---|---|---|---|---|
| New-Hire RSUs | Feb 20, 2025 | 77,571 RSUs (target ~$20M, shares set using Jan 2025 avg price; rounded up) | 8.33% first quarterly vest; then 6.25% quarterly for 14 quarters; final 4.17% at quarter 16 (Feb/May/Aug/Nov cadence) | $23,154,168 |
- No options were granted; Atlassian did not grant options, SARs, or similar instruments to NEOs in FY2025 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 13,662 shares/RSUs (5,156 Class A shares + 8,506 RSUs vesting within 60 days of Sep 30, 2025) |
| Ownership % of Outstanding | <1% |
| Unvested RSUs Outstanding (6/30/2025) | 71,107 RSUs |
| In-the-Money Value of Unvested RSUs | $14,441,121 at $203.09 close (6/30/2025) |
| Options (Exercisable/Unexercisable) | None held |
| Stock Ownership Guidelines | Executives must retain 20% of post-tax shares from all awards for 7 years; new-hire awards excluded; all NEOs met guidelines as of 6/30/2025 |
| Hedging/Pledging | Prohibited absent Audit Committee approval (company-wide) |
| 10b5-1 Plans | Co-founders adopted Rule 10b5-1 plans in June 2025; no specific plan disclosed for Duffy |
Vesting cadence is quarterly, which can create regular supply overhang; note the new-hire grant is excluded from the post-vesting 7‑year holding requirement, reducing forced holdback on those shares .
Employment Terms
| Term | Provision |
|---|---|
| Start Date | January 1, 2025 (appointed CRO) |
| Severance – Outside CIC | 9 months base salary ($431,250) + up to 6 months COBRA contribution ($14,946) |
| Severance – Within CIC Window | 12 months base salary ($920,000) + 100% target bonus ($172,500) + pro‑rated target bonus + COBRA ($29,892) + equity acceleration per plan |
| Change-of-Control Equity Treatment | If awards assumed/continued: 100% acceleration at termination within CIC window; if not assumed: full acceleration prior to consummation; performance awards at target |
| Clawback | Compensation Recovery Policy compliant with SEC/Nasdaq: recovers erroneously awarded incentive compensation for restatements (prior 3 fiscal years) |
| Insider Trading Policy | 10b5-1 plans permitted under policy; trading prohibited while in possession of MNPI; policy detailed in 10‑K exhibit reference |
Performance & Track Record
- FY2025 outcomes: Revenue $5.2B (+20% YoY), Cloud revenue $3.4B (+28% YoY), FCF $1.416B (27% margin), Cloud NRR 120% .
- TSR: $100 initial fixed investment value rose to $108.4 in 2025 (vs. $94.4 in 2024 and $89.5 in 2023), reflecting share price performance over the period .
Compensation Structure Analysis
- Mix and risk: For Duffy, compensation is heavily equity-driven via a sizable new‑hire RSU grant with quarterly vesting; annual cash incentive is formulaic and tied 100% to Cloud revenue, aligning pay with strategic growth drivers .
- Holding requirements: Strong post‑vest ownership rules (retain 20% of post‑tax shares for 7 years) enhance alignment, though new‑hire awards are excluded—reducing mandatory holdback on the largest grant .
- Governance mitigants: Robust clawback, hedging/pledging prohibitions without approval, and equity acceleration terms contingent on CIC and award assumption provide investor safeguards .
Say‑on‑Pay & Peer Benchmarking
- Say‑on‑Pay: 97.6% approval at the 2024 Annual Meeting, indicating broad shareholder support for the program .
- FY2025 compensation peer group (used for pay calibration): Autodesk, Datadog, Okta, ServiceNow, Splunk, Workday; Block, DocuSign, Palo Alto Networks, Shopify, Twilio, Zoom; CrowdStrike, Intuit, Salesforce, Snowflake, Veeva .
Performance Compensation Detail
| Component | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual Cash Incentive (FY2025) | Cloud & Marketplace Cloud Revenue | 100% | $3,609MM | $3,547MM | 96.6% | Cash (annual) |
| New‑Hire RSUs | Service-based | — | 77,571 RSUs | — | — | Quarterly over 4 years (8.33% first, then 6.25% x14, 4.17% final) |
Investment Implications
- Alignment vs. liquidity: Quarterly vesting on a large RSU grant and exclusion of new‑hire awards from the 7‑year holding rule could introduce incremental insider selling pressure over the next 16 quarters; monitor Form 4 activity and any 10b5‑1 adoptions to gauge cadence .
- Retention risk: CIC severance (12 months base + target bonus + equity acceleration if assumed/not assumed) and multi‑year RSU schedules create meaningful retention hooks; risk increases if market volatility weakens equity value capture .
- Pay‑for‑performance: 100% of the annual bonus tied to Cloud revenue with near‑target payout (96.6%) supports alignment with the company’s cloud strategy; future equity realized value will be sensitive to execution on enterprise, AI, and System of Work priorities .
- Governance quality: Strong clawback and insider trading controls, plus high Say‑on‑Pay support, reduce governance red flags; minor tax gross‑up related only to relocation is unlikely to be material for shareholders .