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Scott Totman

Chief Technology Officer at LendingTreeLendingTree
Executive

About Scott Totman

Scott Totman, age 54, is LendingTree’s Chief Technology Officer (CTO) since December 2020, previously leading product/engineering at OnDeck and DivvyCloud and senior digital product roles at Capital One . Company performance during his tenure has emphasized operating discipline: 2024 Adjusted EBITDA grew 33% to $104 million, Q4 2024 revenue was $262 million, and net leverage fell to 3.5x; executive bonus funding was tied to AEBITDA achievement and paid at 100% for 2024 based on $119 million pre-bonus AEBITDA . The most important metrics linking pay and performance are Stock Price, Adjusted EBITDA, and Revenue; 2024 pay-versus-performance shows the company’s $100 TSR index at $12.77 versus peer group $158.48, highlighting stock pressure despite operational gains .

Past Roles

OrganizationRoleYearsStrategic Impact
LendingTreeChief Technology OfficerDec 2020–presentLeads company technology strategy, product development and engineering .
OnDeckChief Product & Technology OfficerJan–Nov 2020Oversaw product and technology at a fintech lender (acquired by Enova in Jul 2020) .
DivvyCloudHead of Engineering & Product DevelopmentDec 2018–Jan 2020Led engineering/product at a cloud security company (acquired by Rapid7 in Apr 2020) .
Capital OneManaging VP, Digital Product Marketing (and other roles)Oct 2012–Dec 2018Senior digital product leadership at a major financial services firm .

External Roles

  • Not disclosed in company filings for public boards or committee roles relevant to Totman .

Fixed Compensation

MetricFY 2022FY 2023FY 2024
Base Salary ($)$395,192 $400,000 $420,000 (5% increase)
Target Bonus % of Salary60% (same as 2023 program) 60% 60%
Target Bonus ($)$237,115 (60% of $395,192) $240,000 (60% of $400,000) $252,000 (60% of $420,000)
Actual Bonus Paid ($)$0 (no NEO bonus for 2022) $120,000 $252,000 (100% payout)

Performance Compensation

Annual Bonus (2024)

MetricWeightingTargetActualPayoutVesting/Payment Timing
Adjusted EBITDA (Pre-bonus)100% $118,488,300 $119,000,000 100% of target Cash bonus paid in 2025 for 2024 performance

Equity Awards – RSUs

Grant DateTypeSharesGrant-Date Fair Value ($)Vesting Schedule
3/1/2024RSU15,000$599,700 1/3 annually starting 3/1/2025 (then 3/1/2026, 3/1/2027)
3/8/2024RSU2,500$104,075 1/3 annually starting 3/8/2025, then 3/1/2026 and 3/1/2027
3/2/2023RSU12,500$412,500 50% at 1st anniversary; 25% at 2nd and 3rd anniversaries (3/2/2024, 3/2/2025)

Equity Awards – Stock Options (historical)

Option GrantExercisable/Unexercisable (#)Exercise Price ($)ExpirationVesting
12/3/20203,992 (exercisable)239.47 12/3/2030 Per grant terms; options underwater at $38.75 YE price
4/19/20215,278 (exercisable)218.31 4/19/2031 Per grant terms; underwater at YE price
3/2/20229,791 (exerc.), 4,896 (unexerc.)113.27 3/2/2032 Vests in three equal installments from 3/2/2023

Notes:

  • 2024 equity awards for NEOs were RSUs to maximize retention and align with shareholders via time-based vesting; CEO and President had PSU components, but Totman did not have PSUs in 2024 .
  • As of 12/31/2024, options were materially underwater (closing price $38.75), reducing near-term exercise/sale pressure .

Equity Ownership & Alignment

Ownership MetricValue
Total Beneficial Ownership (shares)50,228
Ownership as % of Shares Outstanding<1% (13,535,034 shares outstanding)
Stock Ownership GuidelinesNEOs: 1.5x–3x base salary; CEO 6x salary
Hedging/PledgingHedging prohibited; pledging prohibited absent Legal approval
Vested vs Unvested (12/31/2024)RSUs outstanding: 2,576; 6,250; 15,000; 2,500 with stated vest schedules
Options – Exercisable vs UnexercisableExercisable: 3,992; 5,278; 9,791; Unexercisable: 4,896 (at 113.27 strike)

Employment Terms

  • Executive Severance Plan participation: Outside CIC, cash severance $420,000, health benefits $13,200, equity vesting acceleration $446,904; Within 12 months of CIC, cash severance $1,596,000, health benefits $16,501, equity acceleration $1,020,133 .
  • Restrictive covenants: Non-compete and customer non-solicitation for 24 months post-employment; employee non-solicitation 18 months; vendor/supplier non-solicitation 12 months; severance contingent on release and covenant compliance .
  • Clawback: Dodd-Frank compliant compensation recovery policy adopted Oct 25, 2023, applies to erroneously awarded incentive comp over prior three fiscal years in the event of covered restatements .
  • 8-K role transition: On Feb 26, 2025, Board and Totman agreed he will transition to guide AI initiatives in the Company’s AI Lab effective Mar 7, 2025; remains eligible under the Executive Severance Plan .

Performance & Track Record

  • 2024 business performance: AEBITDA grew 33% to $104 million; Insurance segment revenue $549 million with $159 million segment profit; Consumer segment returned to growth in Q4; sequential revenue growth in Home segment .
  • Pay-for-performance signals: Company funded 2024 bonus pool at 100%; most important performance measures: Stock Price, Adjusted EBITDA, Revenue; 2024 say-on-pay approval ~97% .

Compensation Peer Group & Say-on-Pay

  • Peer groups: 2024 peer group (23 companies) and updated 2025 peer group (25 companies) used for benchmarking executive compensation competitiveness .
  • Say-on-Pay results: 2023 approval ~86%; 2024 approval ~97%, indicating improved shareholder support for compensation design .

Expertise & Qualifications

  • Education: MBA (Virginia Tech), MS Software Systems Engineering (George Mason University), BS Computer Science (William & Mary) .
  • Technical/industry expertise: Senior leadership in fintech product and engineering; digital product marketing at a top-10 U.S. bank; multiple acquisitions context (OnDeck→Enova; DivvyCloud→Rapid7) .

Investment Implications

  • Alignment: Totman’s compensation emphasizes time-vested RSUs with multi-year schedules, aligning retention and shareholder value creation; cash bonus fully tied to corporate AEBITDA with clear funding curve .
  • Selling pressure: RSU tranches vest beginning March 2025 (3/1 and 3/8), potential incremental selling windows; options are deeply underwater at YE 2024 price, muting option-related selling pressure .
  • Retention risk: Robust severance and restrictive covenants incentivize retention; his Mar 2025 AI Lab transition suggests continued strategic relevance rather than exit, but CIC severance multiples could be material in a sale scenario .
  • Governance safeguards: Clawback, hedging/pledging prohibitions, and ownership guidelines reduce misalignment risks; high say-on-pay support indicates investor acceptance of pay design .
Key dates to watch: 3/1/2025 and 3/8/2025 RSU vest tranches; ongoing AEBITDA-driven bonus programs; any future disclosures on AI Lab performance objectives and potential PSU adoption.