Amy Clack
About Amy Clack
Amy Clack (age 54) is Chief Administrative Officer (CAO) of Tradeweb Markets Inc. (TW) since August 12, 2024, overseeing market data, marketing and corporate communications, risk and compliance, business integration, and corporate services . She holds a B.A. from the University of Delaware and a Master of Arts from New York University . Company performance during 2024: revenues $1.7B (+29.0% YoY), adjusted EBITDA margin 53.3% (+91 bps YoY), adjusted net income $695.2M (+29.8% YoY), and free cash flow $808.9M (+18.2% YoY) . TW’s compensation program emphasizes pay-for-performance via PRSUs (3‑year financial targets) and PSUs (3‑year TSR), stock ownership guidelines, and prohibitions on hedging/pledging to align executives with shareholders .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Wells Fargo (Corporate & Investment Bank) | Head of Strategy and Innovation | Oct 2023 – Aug 2024 | Led strategy and innovation for the CIB, prior to joining Tradeweb . |
| Credit Suisse (Investment Bank/Global Markets) | Various senior global management roles: Head of Business Development, COO, Head of Strategy; COO of Global Markets | 1998 – Oct 2023 | Extensive global management experience across strategy and operations; COO of Global Markets . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | None disclosed | — | No public company boards or external directorships disclosed for Ms. Clack . |
Fixed Compensation
| Component | 2024 Detail | Notes |
|---|---|---|
| Base salary (as of 12/31/2024) | $400,000 | Per compensation program; no 2024 salary increase . |
| Salary paid (2024) | $156,061 | Pro-rated from August 12, 2024 start . |
| Guaranteed bonus (offer letter) | $800,000 | Minimum full-year bonus for 2024 (subject to employment at bonus payment) . |
| Actual annual cash bonus (FY24) | $950,000 | Increased above guaranteed due to contributions . |
| Signing cash bonus (one-time) | $1,602,718 | Paid in consideration of forfeited prior employer payments; final amount reflects downward adjustment from initial $1,906,607 . |
| 2024 equity grant (RSUs) | $1,840,524 grant-date fair value; 15,566 RSUs granted on 9/1/2024 | One-time RSU grant due to hire timing . |
| CAO equity award (offer letter) | $1,800,000 grant-date fair value (to be awarded in 2025) | Scheduled in ordinary course . |
| All other compensation | $7,797 | Includes 401(k) match ($4,000) and benefits; per SCT . |
| Total 2024 compensation | $4,557,100 | Per Summary Compensation Table . |
Performance Compensation
| Incentive | Metric | Weighting | Target | Actual (2024) | Payout/Design | Vesting |
|---|---|---|---|---|---|---|
| Annual cash bonus (non-CEO NEO pool) | Constant currency revenue growth vs target | 100% (pool methodology) | 11.2% | 29.0% | Pool increases up to $0.25 per $1.00 above target; individualized allocations; Ms. Clack: $950,000 . | Annual cash; paid after year-end . |
| PRSUs (NEO program) | 3-year CAGR: constant currency revenue and constant currency Adjusted EBITDA | 50% revenue; 50% EBITDA | Rigorous internal budgets; modifier 0–250% | Applies over 2024–2026 period | Vests post-3-year period; payout based on performance modifier; dividend equivalents accrue . | Cliff vest after performance period . |
| PSUs (NEO program) | 3-year absolute TSR | 100% | Threshold 15% (50% payout); Target 30% (100%); Max ≥50% (250%) | Determined on highest avg. closing price over last year | Monte Carlo grant valuation; dividend equivalents accrue . | Cliff vest Jan 1 of third year . |
Note: Ms. Clack did not receive PRSUs/PSUs in 2024 due to hire timing; she received a one-time RSU grant on 9/1/2024 .
Equity Ownership & Alignment
| Item | Value | As-of | Notes |
|---|---|---|---|
| Total beneficial ownership (Class A) | 3,356 shares | March 14, 2025 | Listed in security ownership table; <1% . |
| Shares outstanding (Class A) | 116,172,808 | March 14, 2025 | Denominator for ownership % . |
| Ownership % of Class A | ~0.0029% | March 14, 2025 | Computed: 3,356 / 116,172,808 . |
| Unvested RSUs outstanding | 15,566 units | Dec 31, 2024 | Vesting schedule below; dividend equivalents accrue . |
| Market value of unvested RSUs | $2,037,901 | Dec 31, 2024 | Based on $130.92 share price . |
| Vesting schedule (RSUs) | 5,349 (1/1/2025); 5,349 (1/1/2026); 2,434 (1/1/2027); 2,434 (1/1/2028) | Granted 9/1/2024 | Special equity grant to replace forfeited prior awards . |
| Pledging/Hedging | Prohibited | Policy in effect | Hedging, margining, pledging, short-selling, or publicly trading options in company stock prohibited . |
| Stock ownership guidelines | 2× salary for “Other Executive Officers” | Adopted Dec 2024 | Shares counted: directly owned + vested/unvested RSUs; PRSUs/PSUs not counted until vest; compliance deadline Dec 2029 . |
Employment Terms
| Term | Detail |
|---|---|
| Employment start date | August 12, 2024 . |
| Offer letter economics | Guaranteed 2024 total comp ≥$3,000,000: base $400,000 (pro-rated); minimum bonus $800,000; CAO equity award $1,800,000 (to be granted 2025); one-time cash payment to offset forfeited prior employer amounts ($1,906,607 initial, subject to downward adjustment) . |
| Restrictive covenants | Nondisclosure, noncompetition, nonsolicitation per restrictive covenant agreement . |
| Severance policy (non-CEO NEOs) | If terminated without cause: 12 months base salary; payment equal to highest annual bonus from prior 2 years plus pro‑rata portion; COBRA reimbursement for 1 year (U.S. execs); subject to release . |
| Change-in-control treatment | RSUs fully vest on change in control; paid on original schedule or at transaction if “Qualified Change in Control” . |
| Clawback policy | Omnibus Clawback Policy (effective Oct 2, 2023) per Exchange Act Rule 10D-1; recovers incentive comp upon material restatement; discretionary recovery for other incentive awards . |
| Securities trading policy | Pre-clearance and window trading; prohibits options/shorts/hedging/margining/pledging; compliance with insider trading laws . |
Investment Implications
- Alignment and retention: Multi-year RSU vesting (2025–2028) and new stock ownership guidelines drive “skin-in-the-game” and reduce near-term turnover risk; hedging/pledging bans improve alignment .
- Near-term selling pressure: Liquidity events may occur around RSU vests (Jan 1 of 2026/2027/2028), but policy pre-clearance/windows and ownership guidelines should temper opportunistic selling .
- Pay-for-performance ramp: While 2024 awards were RSU-heavy due to hire timing, future cycles are expected to include PRSUs/PSUs tied to 3-year financial and TSR outcomes, strengthening pay-performance linkage .
- Severance/change-of-control economics: Standard severance (12 months salary plus bonus construct) and single-trigger equity acceleration on change-in-control present modest shareholder risk relative to peers; no excise tax gross‑ups, and option repricing prohibited under plan .
- Program governance: 2024 say-on-pay received ~98% support, and stock ownership guidelines (adopted Dec 2024) enhance alignment; Compensation Committee uses a market-informed peer group for benchmarking .