Joseph Binz
About Joseph Binz
Joseph (“Joe”) Binz, 58, is Atlassian’s Chief Financial Officer since September 2022, following senior finance roles at Microsoft and Intel; he is slated to retire effective June 30, 2026 . He holds a B.S. in finance (University of Illinois Urbana-Champaign) and an MBA (University of Michigan Ross) . Under his tenure, FY2025 results included total revenue of $5.2B (+20% YoY), Cloud revenue $3.4B (+28% YoY), and free cash flow $1.4B (27% margin) . Company TSR for the 2023–2025 period translated a $100 initial investment to $108.4 in 2025 versus $199.3 for the S&P System Software peer index; FY2025 GAAP net loss was $256.7M and Cloud revenue $3,447M in the pay-versus-performance disclosure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Microsoft | Corporate Vice President, Finance; other senior finance roles | 2002–2014 (various roles), 2014–Aug 2022 (CVP Finance) | Led finance for large-scale cloud/software operations; prepared for CFO leadership at scale |
| Intel Corporation | Various finance positions | 1994–2001 | Built foundational operating finance expertise in complex, global environments |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Paycom Software | Director (public company board) | Not specified | Current public company board service |
Fixed Compensation
| Metric | FY2024 | FY2025 | Notes |
|---|---|---|---|
| Annualized Base Salary ($) | $550,000 | $575,000 | CLDC standardized executive base salaries in a narrow range |
| Salary Earned ($) | $550,000 | $568,750 | FY2025 eligible earnings used for bonus calculations |
Performance Compensation
Annual Cash Incentive (Structure and FY2025 Outcome)
| Element | Threshold | Target | Maximum | Actual | Payout |
|---|---|---|---|---|---|
| Cloud + Marketplace Cloud Revenue ($MM) | $3,067 | $3,609 | $4,150 | $3,547 | 96.6% of target |
| CFO Target Bonus (%) | — | 60% of eligible earnings | 200% payout cap | — | Formulaic plan (0–200%) |
| Joseph Binz: Target ($) | — | $341,250 | $682,500 | — | — |
| Joseph Binz: Actual Paid ($) | — | — | — | $329,650 | 96.6% (company multiplier) |
- Program design: 100% formulaic, measured solely on Cloud and Marketplace Cloud revenue (Cloud revenue plus Marketplace cloud app fees), with payout curve 0–200% of target .
Long-Term Equity (RSUs)
| Grant Date | Target Value ($) | RSUs Granted (#) | Vesting Schedule | Grant Date Fair Value ($) |
|---|---|---|---|---|
| 9/27/2024 | $12,500,000 | 81,861 | 6.25% quarterly for 16 quarters (Feb/May/Aug/Nov) | $13,197,630 |
| 9/28/2023 | — | — | 6.25% quarterly for 16 quarters (Feb/May/Aug/Nov) | — |
| 10/15/2022 | — | — | 12.5% for first two quarters then 6.25% for 14 quarters | — |
- FY2025 RSU vesting cash value realized on vest (from all outstanding awards): $10,253,607; RSUs vested in FY2025: 41,784 .
Performance Metrics Eligible Under Share Plan (future design flexibility)
- Potential criteria include TSR, EBITDA, net income, revenue/bookings, “Rule of 40,” operating income, cash flow, return metrics, margins, working capital, EPS, market share/users, and ESG goals, with GAAP/non-GAAP measurement flexibility; CLDC discretion to set and assess goals .
Equity Ownership & Alignment
| Category | Detail |
|---|---|
| Beneficial Ownership | 76,418 Class A shares (includes 15,565 RSUs vesting within 60 days); less than 1% ownership of Class A |
| Unvested RSUs (6/30/2025) | 66,513 (9/27/2024 grant); 21,017 (9/28/2023); 21,369 (10/15/2022) |
| Market Value of Unvested (6/30/2025) | $13,508,125 (2024 grant); $4,268,343 (2023); $4,339,830 (2022) at $203.09 per share |
| FY2025 RSUs Vested | 41,784 shares; $10,253,607 value realized on vest |
| Ownership Guidelines | Executives must retain 20% of post-tax vested shares for seven years; all NEOs met requirements as of 6/30/2025; post-termination release: 50% after one year, remainder after two years |
| Hedging/Pledging | Prohibited without Audit Committee approval; 10b5-1 trading plans permitted under policy; grants not timed around MNPI |
| Options | No stock options outstanding for NEOs; no options used in FY2025 vesting/ownership |
Insider selling pressure assessment: Quarterly RSU vesting cadence (Feb/May/Aug/Nov) at 6.25% per quarter for the 2024 and 2023 grants implies ~5,116 shares per quarter from the 2024 grant alone, continuing for remaining 13 vest events; holding requirements temper near-term net sellable flow .
Employment Terms
| Provision | Outside Change-in-Control (CiC) | During CiC Period (3 months before or 12 months after) |
|---|---|---|
| Cash Severance | 9 months base salary: $431,250 (Binz) | 12 months base salary + 100% target bonus + prorated bonus: $920,000 cash severance (Binz) + target bonus component |
| COBRA/Benefits | Monthly employer contribution for up to 6 months: $14,946 (Binz) | Lump sum of employer contribution for up to 12 months: $29,892 (Binz) |
| Equity | No acceleration outside CiC | If awards assumed: 100% accelerated vesting upon qualifying termination (performance awards at target); if not assumed: full vesting immediately prior to transaction |
| Estimated Totals (6/30/2025) | $446,196 (cash + COBRA) | $23,066,190 (cash + COBRA + $22,116,298 equity acceleration at $203.09/share) |
| Clawback | SEC/Nasdaq-compliant compensation recovery policy applies (3-year lookback for restatements) |
- Change-of-control mechanics: Single-trigger acceleration applies only if awards are not assumed/continued/substituted; otherwise, double-trigger (termination during CiC period) required for acceleration .
Performance & Track Record
- FY2025 highlights: Total revenue $5.2B (+20% YoY), Cloud revenue $3.4B (+28% YoY), free cash flow $1.4B (27% margin); cloud NRR 120% and 300k+ cloud customers .
- CFO execution remarks: Q1 FY2026 revenue $1.433B (+21% YoY); strong enterprise sales execution and migration momentum; RPO $3.3B (+42% YoY) .
- Leadership transition: Company announced Joe Binz will retire as CFO effective June 30, 2026, after nearly four years, citing successful Server-to-Cloud transformation and enterprise scaling achievements .
Governance, Pay Practices, and Peer Benchmarking
- Say-on-Pay: 97.6% approval at the 2024 Annual Meeting; continued annual vote cadence .
- Compensation mix: For non-CEO NEOs, >95% of target pay is performance-linked, ~90% equity; heavy RSU usage over options; capped incentive payouts; clawback and post-vest holding requirements .
- Peer group (FY2025) for benchmarking: Autodesk, Block, CrowdStrike, Datadog, DocuSign, Intuit, Okta, Palo Alto Networks, Salesforce, ServiceNow, Shopify, Snowflake, Splunk, Twilio, Veeva, Workday, Zoom Video .
Compensation Structure Analysis
- Shift toward RSUs (lower risk vs options) and substantial equity at grant supports retention but introduces quarterly vest-driven selling pressure; no executive stock options and policy disallows repricing .
- Bonus plan simplicity anchors to Cloud revenue outcomes; FY2025 payout at 96.6% signals near-target performance rigor without discretionary overrides .
- No broad tax gross-ups; none disclosed for Binz (note: a relocation tax gross-up applied to another NEO, not the CFO) .
Investment Implications
- Alignment: Binz’s compensation is primarily equity-based with stringent 7-year post-vest holding, reinforcing long-term alignment and dampening near-term sell pressure despite quarterly vesting .
- Retention and transition risk: Announced retirement (effective 6/30/2026) initiates a predictable CFO succession track; watch for continuity in Cloud growth and margin trajectory and any compensation shifts tied to new CFO onboarding .
- Trading signals: Quarterly RSU vesting creates systematic potential supply; monitor Form 4 activity and any 10b5-1 plans within policy constraints, alongside episodic vest peaks (Feb/May/Aug/Nov) .
- Change-of-control economics: Double-trigger acceleration if awards are assumed, plus meaningful equity acceleration valuation, suggests adequate protection without shareholder-unfriendly single-trigger windfalls under assumed awards .