Margaret McLean
TTEC HoldingsAbout Margaret McLean
Margaret B. McLean, 61, is TTEC’s General Counsel and Chief Risk Officer, joining in June 2013. She previously served as chief legal and risk officer at CH2M (now part of Jacobs), was a corporate finance and M&A law firm partner across Denver/London/Moscow, and began her career in IT at HP and led application systems at SAIC; she holds a JD (University of Michigan), MBA (University of Colorado), and BS in MIS/Computer Science (University of Arizona) . Company performance context: revenue declined 10.4% in 2024 with non-GAAP operating margin compressing to 6.2% (from 8.1%); diluted EPS was $(6.74) and non-GAAP $0.71 . In 2023, revenue grew 0.8% with non-GAAP operating margin at 8.1% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CH2M (now Jacobs) | Chief Legal and Risk Officer | Not disclosed | Led enterprise legal/risk for global engineering/program management company |
| Major Law Firm | Corporate Finance & M&A Partner (Denver, London, Moscow) | Not disclosed | Executed cross-border corporate finance and M&A transactions |
| Hewlett Packard | IT (early career) | Not disclosed | Technology foundation; systems experience |
| SAIC | Led Application Systems Department | Not disclosed | Managed enterprise application systems |
External Roles
No public company directorships or external board roles disclosed for McLean .
Fixed Compensation
| Component | 2024 Terms / Actual | Notes |
|---|---|---|
| Base Salary | $420,000 | As per employment agreement; amended in 2024 |
| Target Annual Bonus | 85% of base salary | Determined on Company and individual metrics |
| Actual Cash Incentive Paid (for 2024 performance; paid 2025) | $136,750 (38% of base salary) | Awarded for achievement of performance milestones |
| Benefits/Perquisites | Customary benefits; no special perqs disclosed | Standard executive benefits |
Performance Compensation
Annual Cash Incentive Mechanics (2024)
| Metric | Weighting (NEOs) | 2024 Target | 2024 Performance | FX-Adjusted | Pool Funding |
|---|---|---|---|---|---|
| Pre-Bonus Adjusted EBITDA | 45% | $292m | $209.4m | $205.5m | $2.2m |
| Revenue | 45% | $2,395m | $2,207.3m | $2,213.6m | $2.2m |
| MBOs | 10% | Not disclosed | Not disclosed | Not disclosed | $2.7m |
| McLean: Actual Payout | — | — | — | — | $136,750; 38% of base salary |
Long-Term Incentive Plan (LTIP) – 2024 Grant Design
| Feature | McLean 2024 LTIP Details |
|---|---|
| Performance Metrics | Company Revenue (50%) and Adjusted EBITDA (50%); non-GAAP |
| Measurement/Vesting | Performance measured in FY2026; vests in 2027 |
| Payout Range | 0%–150% of target (reduced from prior 200% max in 2024 program) |
| Company Performance Targets (2026) | Revenue: Threshold $2,191.9m, Target $2,307.3m, Above Target $2,422.6m; Adjusted EBITDA: Threshold $280.6m, Target $300.6m, Above Target $318.6m |
| McLean 2024 Performance-Based Grant (Target) | $209,997 FMV; 36,082 target shares (payout 0–150% by program terms) |
| Retention RSU (2024 one-time) | $239,999; 41,237 shares; vests 50% in 2025 and 50% in 2026 |
Equity Grant Structure (Ongoing Eligibility)
| Component | Structure |
|---|---|
| Annual Equity Opportunity | Up to 100% of base salary; split 50% RSU (time-based over 3–4 years) + 50% PRSU (3-year performance, payout 0–200% historically; program discretion can adjust) |
Equity Ownership & Alignment
Beneficial Ownership (as of March 31, 2025)
| Holder | Common Stock | Options/RSUs Vesting Within 60 Days | Total Beneficial Ownership | % of Class |
|---|---|---|---|---|
| Margaret B. McLean | 56,593 | 9,384 | 65,976 | <1% |
Outstanding Equity Awards (as of Dec 31, 2024; $4.99 close)
| Grant Date | Unvested RSUs (#) | Market Value ($) | Unearned PRSUs (Target #) | Threshold Payout Value ($) |
|---|---|---|---|---|
| 07/01/2021 | 644 | $3,214 | — | — |
| 07/01/2022 | 1,687 | $8,418 | — | — |
| 05/30/2024 | 28,150 | $140,469 | — | — |
| 10/04/2024 (Retention) | 41,237 | $205,773 | 36,082 | $90,025 (50% of shares × $4.99) |
| 03/15/2022 (PRSU) | — | — | 10,150 | $25,324 (threshold) |
| 03/16/2023 (PRSU) | — | — | 5,768 | $14,391 (threshold) |
- Shares acquired on vesting in 2024: 7,042 shares; value realized $59,310 .
- Executive stock holding requirements and clawback policy are in place; hedging/pledging restrictions referenced in proxy; insider trading policy filed with 2024 10-K .
Employment Terms
| Term | McLean Agreement Details |
|---|---|
| Agreement History | Amended and restated in 2018; amended again in 2024 |
| Base Salary | $420,000 |
| Annual Cash Incentive Opportunity | 85% of base salary; tied to Company and individual metrics |
| Annual Equity Opportunity | 100% of base salary; 50% RSU (3–4 yrs), 50% PRSU (3-yr performance) |
| Severance (Termination without Cause / Good Reason) | 18 months base salary + 12 months benefits continuation |
| Change-in-Control (CIC) | If terminated without cause within 3 months pre- to 24 months post-CIC: 2.5x base salary + 12 months benefits + accelerated vesting of all equity |
| Clawback | Compliant with NASDAQ Rule 10D-1; recoupment of excess incentive comp upon restatement; additional remedies possible |
| Insider Trading Policy | Adopted; text filed as Exhibit 19.1 to 2024 10-K |
| Hedging/Pledging | Hedging/pledging restrictions referenced by the Company |
Compensation History (Summary Compensation Table)
| Metric | 2021 | 2022 | 2023 |
|---|---|---|---|
| Salary ($) | 375,000 | 381,923 | 416,539 |
| Bonus ($) | — | — | — |
| PRSU under VCP ($) | — | 797,689 | — |
| Annual PRSU ($) | 291,632 | 291,705 | 210,013 |
| RSU Awards ($) | 263,963 | 229,971 | 59,984 |
| Stock Awards Total ($) | 555,595 | 1,319,365 | 269,997 |
| Non-Equity Incentive ($) | 601,350 | 171,000 | — |
| All Other Compensation ($) | 8,274 | 17,460 | 9,519 |
| Total ($) | 1,540,219 | 1,889,748 | 696,055 |
Performance Compensation — 2024 Equity Grants Detail
| Grant Type | Grant Date | FMV / $ Granted | Shares | Vesting |
|---|---|---|---|---|
| Annual PRSU (Company metrics) | 2024 (communication May 13/30) | $209,997 | 36,082 (target) | Vests in 2027 based on FY2026 performance; payout 0–150% |
| RSU Retention (one-time) | 10/04/2024 | $239,999 | 41,237 | 50% in 2025; 50% in 2026 |
| Annual RSU | 05/30/2024 | FMV reflected in outstanding table | 28,150 | Time-based over 3–4 years |
Say-on-Pay & Shareholder Feedback
- 2023 Say-on-Pay approval: 99% support; program design retained with pay-for-performance focus .
- Frequency vote: 71% for triennial Say-on-Pay; next advisory vote in 2026; next frequency vote in 2029 .
Risk Indicators & Notes
- 2024 Retention Equity Grants introduced due to perceived retention risk for key executives; McLean received $239,999 (41,237 shares) vesting 2025/2026 .
- 2022 Value Creation Program (VCP) will not pay out (below thresholds for 2022–2025 period) — indicates stretch targets not achieved; no vesting in 2026 .
Investment Implications
- Compensation alignment: McLean’s annual bonus and LTIP are tied predominantly to revenue and adjusted EBITDA (50/50 in LTIP; 90% weighting to financials in cash plan), supporting pay-for-performance; however, 2024 underperformance drove modest cash payouts ($136,750) and underscores sensitivity to fundamentals .
- Retention and selling pressure: The 2024 one-time retention RSUs (41,237 shares) vesting in 2025/2026 can create scheduled supply and reduce near-term voluntary selling pressure; 2024 vesting realized was 7,042 shares ($59,310), small relative to float .
- Change-in-control economics: CIC multiple of 2.5x salary plus accelerated vesting is shareholder-sensitive but meaningful; potential acceleration increases equity overhang in a transaction scenario .
- Ownership alignment: Beneficial ownership at <1% (65,976 shares) is modest; company enforces stock holding requirements and clawback/anti-hedging policies, mitigating misalignment risks despite low personal stake .
- Execution risk: Non-payment of the 2022 VCP indicates Company performance below stretch targets; 2024 fundamentals deteriorated (revenue −10.4%, non-GAAP margin down), elevating risk to future LTIP payouts and signaling cautious incentive value realization prospects .