Philip Moyer
VimeoAbout Philip Moyer
Philip Moyer, age 59, is Vimeo’s Chief Executive Officer and a Director since April 8, 2024. He previously served as Global VP of Applied AI Engineering & Business Development and VP of Strategic Industries at Google Cloud (since July 2019), Director of Financial Services at Amazon Web Services, CEO of EDGAR Online and Cassiopae, spent 15 years at Microsoft, and began his career as a software engineer at GE Aerospace; he holds a Computer Science degree from the University of Pittsburgh . Under his leadership in 2024, Vimeo reported net earnings of $27.0 million (up $5 million year over year), Adjusted EBITDA of $55.3 million, and maintained 78% gross margin; bookings hit a 10‑quarter high and AI features launched across transcription, captioning, clip generation, and translation . Company cumulative TSR rose meaningfully in 2024, aligning with higher “compensation actually paid” to the PEOs that year .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Google Cloud (Alphabet) | Global VP, Applied AI Engineering & Business Development; VP, Strategic Industries | 2019–2024 | Led applied AI go‑to‑market and industry verticals; enterprise sales leadership . |
| Amazon Web Services | Director, Financial Services | Not disclosed | Managed Banking, Capital Markets, Insurance & Payments verticals . |
| Safeguard Scientifics | Venture Capital Portfolio Manager | Not disclosed | Managed VC investments in FinTech, Healthtech, MarTech . |
| EDGAR Online | Chief Executive Officer | Not disclosed | Led financial data/analytics and disclosure solutions business . |
| Cassiopae S.A. | Chief Executive Officer | Not disclosed | Led commercial banking software company . |
| Microsoft | Various leadership roles (global customer teams, industry teams, services) | 15 years | Enterprise client leadership; scaled services organizations . |
| GE Aerospace | Software Engineer (nuclear submarines) | Not disclosed | Early technical career foundation . |
External Roles
No other public company directorships or committee roles disclosed in the proxy for Mr. Moyer .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Base Salary | $600,000 | Per Moyer Agreement . |
| Discretionary Annual Bonus | $1,200,000 | 200% of base, not prorated to start date . |
| Sign‑on Bonus | $300,000 | Paid at commencement . |
| 401(k) Match | $10,000 | Plan match . |
| Perquisites | $30,364.50 | Taxable fringe for travel and corporate apartment usage . |
Performance Compensation
| Incentive Type | Metric | Target/Design | Actual/Payout | Vesting |
|---|---|---|---|---|
| Annual Cash Bonus | Discretionary; informed by Adjusted EBITDA, bookings, revenue | Target 100–200% of salary; flexible, non‑formulaic | $1,200,000 (200% of base); driven by 2024 performance and leadership/strategy redesign . | N/A (cash). |
| RSUs (granted 4/8/2024) | Time‑based | 1,680,439 units; grant date fair value $6,217,624 | Granted upon appointment; no options in 2024 . | See schedule below. |
RSU vesting schedule for the CEO grant (units):
| Period | 2024 H2 | 2025 H1 | 2026 | 2027 |
|---|---|---|---|---|
| RSUs vesting | 280,073 | 280,073 | 560,146 | 560,147 |
Pay-versus-performance context:
- Adjusted EBITDA $55.339 million (2024) .
- Net earnings $27.012 million (2024) .
- Cumulative Company TSR since 5/25/2021 was $14.10 at 12/31/2024; peer index TSR $195.39 . In 2024, higher TSR aligned with higher “compensation actually paid” to PEOs .
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Beneficial ownership as of 4/21/2025 | 480,335 shares; <1% of common shares outstanding . |
| Unvested RSUs at 12/31/2024 | 1,400,366 units; $8,962,342 market value at $6.40/share . |
| RSUs vested in 2024 | 280,073 units; $1,375,158 value on vest dates . |
| Net shares retained on 2024 vests | 240,073 shares . |
| Ownership guidelines | CEO required 5× base salary; all Section 16 officers in compliance . |
| Hedging/short sales ban | Hedging, short selling, and derivatives trading prohibited . |
| Pledging | Prohibited under governance best practices . |
| Clawback | Nasdaq Rule 10D‑1 compliant clawback policy in place . |
Insider selling pressure indicators:
- Large RSU tranches vest on April 8, 2026 (560,146) and April 8, 2027 (560,147), which could create supply overhang around vest dates if shares are sold; hedging/pledging is prohibited .
Employment Terms
| Term | Provision |
|---|---|
| Employment | At‑will; CEO role per Moyer Agreement . |
| Severance (Qualifying Termination) | 12 months base salary plus up to 12 months COBRA; illustrative amount $600,000 salary + $31,421 health coverage . |
| Change‑in‑Control | Double‑trigger acceleration of unvested RSUs; illustrative vest value $8,962,342; total estimated benefits $9,593,763 incl. salary/COBRA . |
| Non‑compete / Non‑solicit | Non‑compete 18 months; non‑solicit covenants; confidentiality/IP and mutual non‑disparagement . |
| Clawback | Executive incentive compensation subject to recoupment under policy . |
| Insider Trading Policy | Prohibits trading on MNPI; hedging/short sales barred; policy on file . |
| Stock Options | None granted to NEOs in 2024; equity emphasis on RSUs . |
Board Governance
- Board service: Director since April 2024; one management representative on the Board (the CEO) and remaining directors are independent; committee membership is solely independent (Audit; Compensation & Human Capital Management; Nominating & Corporate Governance) .
- Roles separation: Chairman (Glenn H. Schiffman) and CEO roles are separated; independent directors hold executive sessions without management; no lead independent director designated .
- Attendance: The Board met 7 times in 2024; incumbent directors attended ≥75% of meetings/committees served .
- Dual‑role implications: CEO also serves as a Director but is not the Chair, mitigating concentration of power; all compensation and audit oversight is by independent committees .
Director Compensation
- As CEO, Mr. Moyer is not a non‑employee director and thus does not receive director retainers or director RSUs; director compensation applies only to non‑employee directors .
Compensation Structure Analysis
- Cash vs equity mix: Significant initial RSU grant ($6.218 million grant date fair value) alongside cash sign‑on and a discretionary bonus; no options in 2024, consistent with Vimeo’s shift toward RSUs/time‑based retention awards .
- At‑risk pay: Annual bonus is discretionary and variable (100–200% of salary), anchored to business performance and individual leadership outcomes rather than rigid formulae .
- Governance safeguards: No single‑trigger CIC; no tax gross‑ups on severance/CIC; clawback policy; hedging/pledging prohibited; annual say‑on‑pay .
Say‑on‑Pay & Shareholder Feedback
- 2024 say‑on‑pay approval ~98%, indicating strong shareholder support for NEO compensation programs .
Compensation Peer Group (2024)
- Peer group used for market context: Alteryx; AppFolio; BigCommerce; Box; Brightcove; Bumble; Domo; Eventbrite; Getty Images; New Relic; PagerDuty; Smartsheet; Workiva; Yext; Zuora (not a percentile benchmark; considered alongside role/skills/retention) .
Investment Implications
- Alignment: Strong governance (clawback, ownership guidelines, hedging/pledging ban), independent committees, and separated Chair/CEO roles support pay‑for‑performance credibility .
- Retention/overhang: Large scheduled RSU vests in 2026–2027 can aid retention but may create periodic supply overhang; monitor Form 4s around April vest dates for selling pressure signals .
- CIC risk: Double‑trigger RSU acceleration (~$9.59 million total illustrative benefits) implies meaningful management continuity costs in change‑of‑control scenarios; relevant for M&A probabilities .
- Execution track record: 2024 financial improvements and AI feature rollouts suggest operational traction under new CEO; discretionary bonus reflects execution and strategic redesign while maintaining high shareholder support on say‑on‑pay .