Anthony Shea Treadway
TRINET GROUPAbout Anthony Shea Treadway
Anthony “Shea” Treadway, age 45, is TriNet’s Senior Vice President and Chief Revenue Officer, appointed effective July 29, 2024 and designated an executive officer on August 5, 2024 . He holds a B.A. in Political Science from Yale and an MBA from the University of Michigan Ross School of Business; he brings over two decades of SMB employee benefits distribution leadership across Unum, Colonial Life, and Principal Financial Group . Company performance context during his first partial year: FY2024 total revenue was $5.1B (+1% YoY), Adjusted EBITDA was $485M (-30% YoY), GAAP net income was $173M (-54% YoY), and diluted EPS was $3.43 (-48% YoY) . Management’s medium-term plan targets 4–6% revenue growth and Adjusted EBITDA margins of 10–11%, with expected value creation of 13–15% using 2024 as the baseline .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Principal Financial Group | SVP & Head of Distribution | Nov 2022 – Jun 2024 | Led >2,000 consultants/account managers/affiliated teams serving >100,000 SMB customers; multi‑channel and tech-enabled distribution . |
| Colonial Life | Senior Vice President, Field & Market Development | (within Unum tenure) | Drove voluntary benefits distribution; leadership across direct and brokerage channels . |
| Unum Group | Various leadership roles; created and grew dedicated SMB segment | 2001 – Oct 2022 | Built SMB segment via proprietary tech and HCM partnerships; transformed business through digital investments . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| IU Simon Comprehensive Cancer Center | Board member | Ongoing | Governance and community engagement . |
Fixed Compensation
| Component | 2024 Amount/Terms |
|---|---|
| Base Salary | $550,000 . |
| Target Bonus | $234,426 (100% of base), pro-rated for start date . |
| Actual Bonus Paid | $146,751 (62.6% of pro-rated target) . |
| Sign-on Bonus | $455,000; subject to pro‑rated repayment upon voluntary resignation within 2 years of start . |
| RSU Grant | 20,917 RSUs granted 8/15/2024; grant date value $2,000,084 . |
| Options | None granted; no outstanding options as of 12/31/2024 . |
Performance Compensation
| Metric | Weight | Target | Actual | Payout impact | Vesting |
|---|---|---|---|---|---|
| Professional Service Revenue | 30% | $787M | $765M; “Achievement” 72.7% | Contributed to overall bonus scaling; subject to EBITDA gate . | N/A (cash). |
| Adjusted EBITDA | 30% | $568M | $485M; “Achievement” 2.9% | EBITDA gate (<$483M → no payout) was exceeded; low achievement reduced payout . | N/A (cash). |
| Corporate MBOs | 40% | — | 99.8% achievement | Supported overall payout . | N/A (cash). |
| Overall Cash Incentive | — | 100% of target | — | 62.6% of pro‑rated target for Treadway . | N/A. |
| PSUs | — | — | — | None granted in 2024 due to late hire date . | — |
Notes:
- Bonus plan metrics and weightings: 60% financial (30% PS Revenue, 30% Adjusted EBITDA) and 40% MBOs; payouts interpolate 0–200% with an Adjusted EBITDA gate at $483M .
- 2024 company PSU program used PS Revenue Growth Rate (target 4%) and GAAP EPS (target $5.25); company earned ~27% of target for eligible NEOs, but Treadway had no PSUs in 2024 due to his start date .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 815 shares issuable upon RSU settlement within 60 days of 3/28/2025; <1% ownership . |
| Unvested RSUs (12/31/2024) | 20,917 unvested RSUs; market value $1,898,636 at $90.77/share . |
| Vested vs. unvested | Unvested holdings as above; 815 shares near-term issuable via RSU settlement . |
| Options (exercisable/unexercisable) | None outstanding as of 12/31/2024 . |
| Pledging/Hedging | Prohibited for employees, officers, and directors; no margin accounts, pledging, short sales, or hedging . |
| Ownership guidelines | Section 16 officers required to hold 300% of base salary; compliance within 5 years of becoming subject; officers are on track per timelines . |
| RSU vesting schedule | Standard 4-year: 25% at first anniversary of grant, then 1/16th quarterly thereafter (dates align to 15th day of second month of each calendar quarter) . |
Employment Terms
| Topic | Terms |
|---|---|
| Employment start & tenure | SVP, Chief Revenue Officer effective July 29, 2024; executive officer designation August 5, 2024 . |
| Employment agreement | Company uses at‑will agreements for NEOs; includes initial base/bonus opportunities and equity recommendations . |
| Severance Plan (non-CIC) | If terminated without cause or resigns for good reason (outside CIC window): cash equal to 12 months base salary ($550,000), COBRA reimbursement for up to 12 months ($24,636 est.), accelerated vesting of time-based equity that would vest within 12 months ($593,273 est.) . |
| Change-in-control (double-trigger) | If terminated without cause or resigns for good reason within 18 months post-CIC: 12 months base salary ($550,000), 100% of target bonus ($550,000), COBRA benefits ($24,636 est.), 100% acceleration of unvested time-based equity, and acceleration of earned performance equity (equity acceleration $1,898,636; total $3,023,272) . |
| Clawback policy | Mandatory recoupment of erroneously paid incentive compensation upon financial restatement per Dodd-Frank Section 954 (amended policy in 2023) . |
| Insider trading policy | Pre-clearance required for certain insiders and trading windows; prohibitions on hedging/pledging/short sales . |
Additional Reference Tables
Outstanding Equity Awards (as of 12/31/2024)
| Award Type | Grant Date | Unvested Shares | Market Value |
|---|---|---|---|
| RSUs | 8/15/2024 | 20,917 | $1,898,636 at $90.77/share . |
Compensation Committee, Peer Group, and Shareholder Feedback
- CHCM Committee members signing the 2025 report: Paul Chamberlain, Michael J. Angelakis, Ralph A. Clark, Jacqueline Kosecoff .
- Independent consultant: Meridian Compensation Partners; peer-based design and risk review support .
- 2024 say‑on‑pay support: approved by ~98% of votes; no program changes due to high support .
- Compensation peer group (used for 2024 program and maintained): American Equity Investment, Broadridge Financial Solutions, Cadence Design Systems, CNO Financial Group, Conduent, FTI Consulting, Gartner, Genpact, Insperity, Maximus, Paychex, Primerica, SS&C Technologies, Synopsys, Teradata .
Compensation Structure Analysis
- Cash vs equity mix: For NEOs (excluding CEO and Treadway), 2024 long-term equity split was 50% RSUs and 50% PSUs; Treadway received RSUs only due to late hire date, increasing retention emphasis with quarterly vesting after year one .
- At-risk pay: Heavy emphasis on at-risk incentives (cash plus equity); EBITDA gate and multi-metric PSU design reinforce pay-for-performance .
- No options issued and no repricing; equity delivered via RSUs/PSUs under the 2019 Plan .
Risk Indicators & Red Flags
- Hedging/pledging prohibited (alignment positive) .
- No excise tax gross-ups for CIC (shareholder-friendly) .
- Limited perquisites with occasional tax gross-ups for spouse/partner event travel; disclosed in SCT where applicable .
- Related party policy robust; no disclosed related-party transactions involving Treadway .
Investment Implications
- Retention: The $455K sign-on (with 2-year repayment condition) plus RSUs that begin vesting after the first anniversary and then quarterly should support near-term retention; severance protections (12 months salary; double-trigger CIC benefits) further reduce departure risk .
- Alignment: Ownership guidelines (300% of salary for Section 16 officers), prohibition of hedging/pledging, and clawback policy tie incentives to long-term value creation and prudent risk-taking .
- Pay-for-performance: 2024 bonus outcomes reflect underperformance vs financial targets but high MBO achievement; absence of PSUs in 2024 for Treadway concentrates incentives in time-based equity until PSU eligibility in future cycles .
- Trading signals: Quarterly RSU delivery post-first anniversary creates predictable share delivery cadence; monitor company disclosures and Form 4 filings around those vesting dates to assess potential selling pressure and tax-related transactions .
- Corporate backdrop: Management targets for 2025+ (repricing, margin expansion, broker channel growth, digital transformation) set clear performance levers that will likely be embedded in future incentive designs; execution against 4–6% revenue growth and 10–11% Adjusted EBITDA margin targets should drive PSU realizations and bonus funding .