SailPoint, Inc.
For the period ended Jan 31, 2025. Filed Mar 27, 2025.
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FY2025 · Filed Mar 27, 2025
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Item 11. Executive Compensation
Compensation Discussion and Analysis
The purpose of this Compensation Discussion and Analysis section is to provide information about the material elements of compensation that are paid, awarded to, or earned by, our “Named Executive Officers,” who consist of our PEO, our PFO, and the three other most highly compensated executive officers (other than our PEO and PFO). For fiscal 2025 (i.e., our fiscal year ended January 31, 2025), our Named Executive Officers and their positions were:
Mark McClain, Chief Executive Officer;
Brian Carolan, Chief Financial Officer;
Matt Mills, President;
Chris Schmitt, Executive Vice President, General Counsel, and Secretary; and
Abby Payne, Chief People Officer.
Historical Compensation Decisions
Our compensation approach reflects our current stage in our development as a business and also our ownership structure. For more than two years prior to our IPO, we and our operating subsidiaries were privately held and controlled by Thoma Bravo, one of the largest software-focused investors in the world. Our prior compensation policies and determinations, including those made for fiscal 2025, have been the determinations of, and approved by, the Compensation and Nominating Committee (which we refer to as the “Compensation Committee” in this Compensation Discussion and Analysis) and were informed by various factors, including our compensation philosophy, company and individual performance, the scope and responsibilities of each executive’s role relative to market benchmarks, and the compensation levels of our other executive officers.
Compensation Philosophy and Objectives
We have strived to create an executive compensation program that balances short-term versus long-term payments and awards, cash payments versus equity awards, and fixed versus contingent payments and awards in ways that we believe are most appropriate to motivate our executive officers. Our executive compensation program is designed to:
attract and retain talented and experienced executives in our industry;
reward executives whose knowledge, skills, and performance are critical to our success;
align the interests of our executive officers and shareholders by motivating executive officers to increase shareholder value and rewarding executive officers when shareholder value increases;
foster a shared commitment among executives by aligning their individual goals with the goals of the executive management team and our company; and
compensate our executives in a manner that incentivizes them to manage our business to meet our long-range objectives.
To achieve these objectives, the Compensation Committee expects to maintain our current compensation plans and consider implementing new compensation plans in order to tie a substantial portion of the executives’ overall compensation to key strategic financial goals.
Our executive compensation program rewards team accomplishments while promoting individual accountability and depends on Company results as well as individual impact. A portion of total compensation is placed at risk through annual performance bonuses and long-term incentives. The combination of incentives is designed to balance annual operating objectives and Company earnings performance with longer-term shareholder value creation.
We seek to provide competitive compensation that is commensurate with performance and to promote a long-term commitment to the Company by our executives. Our team-focused culture and management processes are designed to foster this commitment.
Risk Assessment
The Company’s compensation programs and policies mitigate risk by combining performance-based, long- term compensation elements with payouts that are highly correlated to the value delivered to shareholders. The combination of performance measures for annual bonuses and the equity compensation programs, as well as the multiyear vesting schedules for equity awards, encourages employees to maintain both a short and a long-term view with respect to Company performance.
Elements of Compensation
Our current executive compensation program, which is set by our Compensation Committee, consists of the following components:
base salary;
annual cash incentive awards linked to our overall performance;
grants of long-term equity-based compensation; and
other employee benefits.
We combine these elements in order to formulate compensation packages that provide competitive pay, reward the achievement of financial, operational, and strategic objectives, and align the interests of our executive officers and other senior personnel with those of our stockholders.
Pay Mix
We utilize the particular elements of compensation described above because we believe that it provides a well-proportioned mix of secure compensation, retention value, and at-risk compensation, which produces short-term and long-term performance incentives and rewards. By following this approach, we provide the executive a measure of security in the minimum expected level of compensation, while motivating the executive to focus on business metrics that will produce a high level of short-term and long-term performance for the Company and long-term wealth creation for the executive, as well as reducing the risk of recruitment of top executive talent by competitors.
Base Salary
We pay base salaries to retain the individual executive’s services and to reward and motivate individual performance. The Board makes adjustments to the base salary rates of the Named Executive Officers upon consideration of any factors that it deems relevant, including but not limited to: (i) any increase or decrease in the executive’s responsibilities, (ii) the executive’s job performance, and (iii) the level of compensation paid to executives of other companies with which we compete for executive talent, as estimated based on publicly available information and the experience of members of the Board and our Chief Executive Officer.
Base salaries were reviewed by our Compensation Committee in fiscal 2024 (i.e., our fiscal year ended January 31, 2024) with changes effective July 1 of that year. In setting base salaries, the Compensation Committee considers peer group comparisons and assesses the individual skills, performance, experience, responsibilities, and time in position of each Named Executive Officer. Below are the annual base salaries for our Named Executive Officers for fiscal 2024 (i.e., our fiscal year ended January 31, 2024) and fiscal 2025, reported as of January 31 of each year.
| Annual Base Salary | ||
|---|---|---|
| Name | FY 2024 | FY 2025 |
| Mark McClain | $525,000 | $600,000 |
| Brian Carolan | $425,000 | $450,000 |
| Matt Mills | $465,000 | $525,000 |
| Chris Schmitt | $365,000 | $400,000 |
| Abby Payne | $345,000 | $375,000 |
The base salaries paid to our Named Executive Officers in fiscal 2025 are set forth in the Summary Compensation Table below.
Annual Incentive Compensation
Historically, our Compensation Committee has awarded annual cash bonuses to our Named Executive Officers under our corporate bonus plan on an annual basis, or at the commencement of an executive officer’s employment with us, by setting a target level of bonus compensation that is structured as a percentage of such executive officer’s annual base salary. In 2024, we changed our fiscal year from a calendar year to the 12-month period ending January 31. Our Compensation Committee is in the process of determining how bonuses will be measured in future years in light of this change. As such, in fiscal 2025 our Compensation Committee elected to award discretionary annual cash bonuses to our Named Executive Officers in the amounts set forth in the table below. The bonuses were paid following a year-end review by the Compensation Committee of the Named Executive Officer’s performance but were not measured against pre-established performance objectives. The following table shows fiscal year 2025 discretionary bonus payouts and calendar year 2023 bonus payouts under the Company’s bonus plan.
| Name | Fiscal Year 2025 Discretionary Bonus Payout | Calendar Year 2023 Bonus Plan Payout |
|---|---|---|
| Mark McClain | $548,637 | $656,250 |
| Brian Carolan | $289,063 | $318,750 |
| Matt Mills | $482,785 | $581,250 |
| Chris Schmitt | $223,818 | $273,750 |
| Abby Payne | $185,558 | — |
Long-Term Equity-Based Awards
We believe that equity-based compensation is an important component of our executive compensation program and that providing a significant portion of our executive officers’ total compensation package in equity- based compensation aligns the incentives of our executives with the interests of our stockholders and with our long-term corporate success. Additionally, we believe that equity-based compensation awards enable us to attract, motivate, retain, and adequately compensate executive talent. To that end, on June 30, 2023, we awarded equity-based compensation to our executive officers in the form of profits interests (“Incentive Units”) under the SailPoint Parent, LP Incentive Equity Plan. We believe such Incentive Unit awards, of which 50% were subject to time-vesting and 50% were subject to performance-vesting, provided executive with a significant long-term interest in our success by rewarding the creation of stockholder value over time. We did not grant any additional Incentive Units to our Named Executive Officers in fiscal 2025.
The time-vesting Incentive Units vested 25% on August 16, 2023 (December 12, 2023 for Mr. Carolan), and the Incentive Unit grant agreements (the “Profits Interest Grant Agreements”) provided that the remaining unvested time-vesting Incentive Units would vest ratably in a series of 36 equal monthly installments, subject to the Named Executive Officer’s continued employment. The performance vesting Incentive Units were subject to vesting in five yearly installments through December 31, 2026, upon the achievement of target financial performance metrics which were to be determined yearly by the Board, beginning with calendar year 2023. For calendar year 2024, the Compensation Committee approved the vesting of the applicable installment of Incentive Units at its discretion without measuring against the pre-established performance objective.
The Profits Interest Grant Agreements provided that upon confirmation by the Board that financial performance measures for any given fiscal year did not equal or exceed the applicable target financial performance (an “Unvested Year”), then all performance-vesting Incentive Units for such Unvested Year that would have otherwise vested had the financial performance for such fiscal year equaled or exceeded the applicable target financial performance would remain unvested (the “Unvested Performance Incentive Units”). To the extent that the Board confirmed for the fiscal year immediately subsequent to such Unvested Year that financial performance for such subsequent fiscal year equaled or exceeded the target financial performance for such subsequent fiscal year (and the Named Executive Officer had been in continuous service with the Company through the end of such subsequent fiscal year) then all Unvested Performance Incentive Units from such immediately preceding Unvested Year outstanding as of such date that would have otherwise vested had the financial performance for such previous Unvested Year equaled or exceeded the applicable target financial performance for such Unvested Year would become immediately vested upon the date of such determination by the Board.
In connection with our IPO, the Named Executive Officer’s Incentive Units were converted into fully vested shares of our common stock. Please see “Actions Taken in Fiscal 2026” below for more information.
Other Executive Benefits and Perquisites
We provide benefits to our executive officers on the same basis as other eligible employees including:
health insurance;
vacation, personal holidays, and sick days; and
a 401(k) plan with matching contributions.
Stock Ownership Guidelines and Holding Requirements
We plan to establish stock ownership guidelines pursuant to which covered persons (including our Named Executive Officers) will be prohibited from selling or disposing of any shares of our common stock unless and until the covered person holds an aggregate value of our common stock (or equivalents recognized under our policy) equal to a to-be-determined multiple of their annual base salary.
Policies and Practices Related to the Grant of Certain Equity Awards Close in Time to the Release of Material Nonpublic Information
We do not currently grant new awards of stock options, stock appreciation rights, or similar option-like instruments. Accordingly, we do not have a specific policy or practice on the timing of such awards in relation to the disclosure of material nonpublic information by the Company. In the event we determine to grant such awards in the future, the Board and the Compensation Committee will evaluate the appropriate steps to take in relation to the foregoing.
Actions Taken in Fiscal 2026
Treatment of Incentive Units
In connection with our IPO, all unvested Incentive Units held by our Named Executive Officers and non-employee directors were accelerated and vested. Thereafter, any vested outstanding Incentive Units were converted into fully vested shares of our common stock. Following the IPO, there is no further liability with respect to the Incentive Units and long-term incentive compensation will be awarded to our Named Executive Officers pursuant to the Omnibus Plan.
Omnibus Incentive Plan
We adopted the Omnibus Plan to promote the success of the Company’s business for the benefit of its stockholders by enabling the Company to offer eligible individuals cash and stock-based incentives, including stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards and other stock-based awards. The Compensation
Committee’s decision to grant awards under the Omnibus Plan is discretionary, we strive to maintain an appropriate balance between the aggregate number of shares used for equity grants and shareholder interests.
IPO Grants
In connection with our IPO, we granted 15,900,040 restricted stock units under the Omnibus Plan to certain employees, including our Named Executive Officers, and certain of our non-employee directors as follows: (i) 3,346,744 restricted stock units to Mr. McClain, (ii) 834,393 restricted stock units to Mr. Carolan, (iii) 1,169,068 restricted stock units to Mr. Mills, (iv) 652,175 restricted stock units to Mr. Schmitt, (v) 600,580 restricted stock units to Ms. Payne, and (vi) 23,188 restricted stock units to each of Messrs. Bock, Green, and Hagan and Mses. Newell and Weston. The restricted stock units granted to our Named Executive Officers will vest over a period of [two years], subject to such executive’s continued service through the applicable vesting dates and the restricted stock units granted to our non-employee directors will vest on the date of our annual shareholder meeting in 2026, subject to the non-employee director’s continued service through such vesting date.
Employee Stock Purchase Plan
In order to incentivize employees of the Company, its designated affiliates, and subsidiaries, we adopted the SailPoint, Inc. Employee Stock Purchase Plan (the “ESPP”). The ESPP is comprised of two distinct components in order to provide increased flexibility to grant rights to purchase shares under the ESPP to U.S. and to non-U.S. employees. Specifically, the ESPP authorizes (i) the grant of rights to purchase shares to U.S. employees that are intended to qualify for favorable U.S. federal tax treatment under Section 423 of the Code, and (ii) the grant of rights to purchase shares that are not intended to be tax-qualified under Section 423 of the Code.
Clawback Policy
We also adopted a clawback policy that complies with Nasdaq’s clawback listing standards, Section 10D of the Exchange Act and the rules promulgated thereunder (the “Clawback Policy”). In the event that we are required to prepare an accounting restatement of our financial statements due to our material noncompliance with any financial reporting requirement under the securities laws, the Clawback Policy requires that covered executives must reimburse us, or forfeit, any excess incentive-based compensation “received” (as defined in Section 10D of the Exchange Act) by such covered executive during the three completed fiscal years immediately preceding the date on which we are required to prepare the restatement. Executives covered by the Clawback Policy include our current and former executive officers, as determined by the Compensation Committee in accordance with Section 10D of the Exchange Act and the Nasdaq listing standards, and such other senior executives or employees who may from time to time be deemed subject to the Clawback Policy by the Compensation Committee.
Compensation Committee Report
The following report of the Compensation and Nominating Committee of the Board does not constitute soliciting material and should not be deemed filed or incorporated by reference into any future filings under the Securities Act or the Exchange Act, except to the extent we specifically incorporate this report by reference.
The Compensation and Nominating Committee has reviewed and discussed with management this Compensation Discussion and Analysis required by Item 402(b) of Regulation S-K. Based on the review and discussions, the Compensation and Nominating Committee recommended to the Board that this Compensation Discussion and Analysis be included in this Annual Report.
The Compensation and Nominating Committee
Tracey Newell, Chair
Andrew Almeida
William Bock
2025 Summary Compensation Table
The following table sets forth certain information with respect to compensation for fiscal 2025, fiscal 2024 (i.e., our fiscal year ended January 31, 2024), and fiscal 2023 (i.e., our fiscal year ended January 31, 2023) earned by, awarded to, or paid to our Named Executive Officers.
| Name and Principal Position | Fiscal Year | Salary ($) | Bonus ($) | Stock Awards ($)(1)(2) | Option Awards ($)(1)(2) | Non-Equity Incentive Plan Compensation ($) | All Other Compensation ($)(3) | Total ($) |
|---|---|---|---|---|---|---|---|---|
| Mark McClain | 2025 | 568,750 | 548,637 | — | — | — | 10,538 | 1,127,925 |
| Chief Executive Officer | 2024 | 525,000 | — | — | 22,162,963 | 656,250 | 9,188 | 23,353,401 |
| 2023 | 514,583 | — | 4,377,111 | 2,389,508 | — | 5,262 | 7,286,464 | |
| Brian Carolan | 2025 | 439,583 | 289,063 | — | — | — | 10,412 | 739,058 |
| Chief Financial Officer | 2024 | 425,000 | — | — | 5,194,441 | 318,750 | 9,900 | 5,948,091 |
| 2023 | 59,564 | — | — | — | — | 1,063 | 60,627 | |
| Matt Mills | 2025 | 500,000 | 482,785 | — | — | — | — | 982,785 |
| President | 2024 | 465,000 | — | — | 7,757,034 | 581,250 | — | 8,803,284 |
| 2023 | 458,750 | 300,00 | 2,501,189 | 1,365,424 | — | — | 4,625,363 | |
| Chris Schmitt | 2025 | 385,417 | 223,818 | — | — | — | 10,438 | 619,673 |
| EVP, General Counsel | 2024 | 365,000 | — | — | 3,989,327 | 273,750 | 9,900 | 4,637,977 |
| and Secretary | 2023 | 358,750 | 500,000 | 1,094,278 | 597,367 | — | 5,050 | 2,555,445 |
| Abby Payne | 2025 | 362,500 | 185,558 | — | — | — | — | 548,058 |
| Chief People Officer | 2024 | — | — | — | — | — | — | — |
| 2023 | — | — | — | — | — | — | — |
(1) The amounts reported in this column represent the grant date fair value of awards granted to the Named Executive Officers during the applicable fiscal year, computed in accordance with FASB Accounting Standards Codification Topic 718. The assumptions used in calculating the grant date fair value of the awards reported in this column are set forth in Note 13 to the consolidated financial statements included elsewhere in this annual report. The amounts reported in this column reflect the accounting cost for these awards and do not correspond to the actual economic value that may be ultimately realized by the Named Executive Officers for the awards.
(2) In fiscal 2024, the Named Executive Officers were awarded Incentive Units that were intended to constitute profits interests for U.S. federal income tax purposes. Despite the fact that the Incentive Units did not require the payment of an exercise price, they were most similar economically to stock options. Accordingly, they are classified as “options” under the definition provided in Item 402(a)(6)(i) of Regulation S-K as an instrument with an “option-like feature.”
The target financial performance metrics applicable to the performance-vesting Incentive Units were determined yearly by the Board, so for accounting purposes, the tranches of performance-vesting Incentive Units eligible for vesting as of December 31, 2025 and 2026 were not considered granted. Accordingly, in addition to the grant date fair value of the time-vesting Incentive Units, only the grant date fair value of the performance-vesting Incentive Units eligible for vesting as of December 31, 2022, 2023, and 2024 for which the target financial performance metrics had been established (December 31, 2023 and 2024 for Mr. Carolan) are reported in this column.
For additional details on the Incentive Units, see the section titled “—Pay Mix—Long-Term Equity-Based Awards” above.
(3) The amounts reported in this column reflect matching contributions by the Company under its 401(k) plan.
2025 Grants of Plan-Based Awards
In fiscal 2025, the Company did not grant any plan-based awards to our Named Executive Officers.
Narrative Description to the Summary Compensation Table and the Grant of Plan-Based Awards Table for Fiscal 2025
Employment Agreements
We have not entered into Employment Agreements with any of our Named Executive Officers.
Outstanding Equity Awards at Fiscal 2025 Year End
The following table sets forth certain information with respect to outstanding equity awards of our Named Executive Officers as of January 31, 2025.
| Option Awards(1) | |||||
|---|---|---|---|---|---|
| Name | Number of Securities Underlying Unexercised Options (#) Exercisable | Number of Securities Underlying Unexercised Options (#) Unexercisable | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)(2) | Option Exercise Price ($)(3) | Option Expiration Date(3) |
| Mark McClain | 1,007,721.42 | 331,258.09 | — | N/A | N/A |
| Brian Carolan | 213,573.74 | 100,249.38 | — | N/A | N/A |
| Matt Mills | 352,701.91 | 115,940.90 | — | N/A | N/A |
| Chris Schmitt | 181,389.02 | 59,627.13 | — | N/A | N/A |
| Abby Payne | 181,389.02 | 59,627.13 | — | N/A | N/A |
(1) The time-vesting Incentive Units vested 25% on August 16, 2023 (December 12, 2023 for Mr. Carolan), and the Profits Interest Grant Agreements provided that the remaining unvested time-vesting Incentive Units would vest ratably in a series of 36 equal monthly installments. The performance vesting Incentive Units were subject to vesting in five yearly installments through December 31, 2026, upon the achievement of target financial performance metrics which were to be determined yearly by the Board, beginning with calendar year 2023.
(2) This column does not include the performance-vesting Incentive Units with respect to the performance periods ending December 2025 and December 2026 for which the applicable target financial performance metrics had not been set such that for accounting purposes such Incentive Units were not considered granted. See “—Potential Payments Upon Termination or a Change in Control” below for more information on these Incentive Units.
(3) The Incentive Units are not traditional options, and therefore, there is no exercise price or expiration date, but rather the Incentive Units participate in distributions attributable to the appreciation in the fair market value of SailPoint Parent, LP, or profits of SailPoint Parent, LP, after their respective dates of grant.
Options Exercised and Stock Vested in Fiscal 2025
In fiscal 2025, our Named Executive Officers did not vest in any stock awards or exercise any option awards.
Potential Payments Upon Termination or a Change in Control
Outstanding Equity
Sale of the Partnership
Under the terms of the Profits Interest Grant Agreements, upon the occurrence of a sale of SailPoint Parent, LP (which we refer to as the “Partnership” in this Compensation Discussion and Analysis), 100% of unvested Incentive Units would vest, provided that the Named Executive Officer remained in continuous service with the Company until immediately prior to the Sale of the Partnership. Notwithstanding the foregoing, unvested performance-vesting Incentive Units from any Unvested Year(s) and/or forfeited year(s) would vest if (i) the Thoma Bravo Funds (as defined below) achieved an IRR of at least 20% and (ii) the Thoma Bravo Funds achieved a cash-on-cash return of at least 2.0. Any unvested performance-vesting Incentive Units which remained unvested and did not accelerate or vest pursuant to the preceding sentence in connection with a Sale of the Partnership would automatically terminate and be cancelled for no payment of any kind.
As defined in the Amended and Restated Limited Partnership Agreement of the Partnership, “Sale of the Partnership” meant any transaction or series of transactions pursuant to which any person or group of related persons (other than the investors and their controlled affiliates) in the aggregate acquired (i) a majority of the Class A Units and Class B Units or a majority of the outstanding equity securities of the Partnership by vote or by value (in each case whether by merger, consolidation, reorganization, combination, asset sale, or transfer of equity securities, securityholder or voting agreement, proxy, power of attorney, or otherwise) or (ii) all or substantially all of the Partnership’s and its subsidiaries’ assets determined on a consolidated basis. Also, as used above, the “Thoma Bravo Funds” refers to Thoma Bravo Executive Fund XIII, L.P., Thoma Bravo Fund XIII, L.P., Thoma Bravo Fund XIII-A, L.P., Thoma Bravo Executive Fund XV, L.P., Thoma Bravo Fund
XV, L.P., Thoma Bravo Fund XV-A, L.P., Thoma Bravo Employee Fund, L.P., Project Hotel California Co-Invest Fund, L.P., Thoma Bravo Co-Invest Opportunities XV-1, L.P., Thoma Bravo Co-Invest Opportunities XV-3, L.P., and Project Quail Opportunities, L.P.
Although the value of the unvested Incentive Units that would have accelerated and vested as of a Sale of the Partnership cannot be quantified, the number of such awards held by each Named Executive Officer as of January 31, 2025 was as follows: (i) for Mr. McClain approximately 666,003.08 Incentive Units, (ii) for Mr. Carolan approximately 204,857.39 Incentive Units, (iii) for Mr. Mills approximately 233,101.94 Incentive Units, (iv) for Mr. Schmitt approximately 119,881.51 Incentive Units, and (v) for Ms. Payne approximately 119,881.51 Incentive Units. The foregoing amounts include performance-vesting Incentive Units with respect to the performance periods ending December 2025 and December 2026 for which the applicable target financial performance metrics have not been set, such that for accounting purposes such Incentive Units were not considered granted, in the following amounts: (i) for McClain approximately 334,744.99 Incentive Units, (ii) for Mr. Carolan approximately 104,608.01 Incentive Units, (iii) for Mr. Mills approximately 117,161.49 Incentive Units, (iv) for Mr. Schmitt approximately 60,254.83 Incentive Units, and (v) for Ms. Payne approximately 60,254.83 Incentive Units.
Termination of Employment Due to Death
At the closing of the Take-Private Transaction, outstanding restricted stock units were converted into the right to receive cash in the amount of the number of restricted stock units held by each grantee multiplied by the merger consideration (such awards, “Converted RSU Awards”) and such awards retained the original vesting schedule of the restricted stock units. Upon a termination of employment due to a Named Executive Officer’s death, such Named Executive Officer’s unvested Converted RSU Awards will accelerate and vest, in an amount up to $1,000,000. The value of the unvested Converted RSU Awards that would accelerate and vest upon a termination of employment due to a Named Executive Officer’s death as of January 31, 2025 is as follows: (i) for Mr. McClain, $1,000,000, (ii) for Mr. Carolan, $0, (iii) for Mr. Mills, $1,000,000, (iv) for Mr. Schmitt,$629,988.75, and (v) for Ms. Payne, $629,988.75.
As of January 31, 2025, the Named Executive Officers were not entitled to receive any additional potential payments upon a termination of employment or a change in control.
Director Compensation
The following table presents the total compensation for each person who served as a non-employee member of our Board during fiscal 2025. Other than as set forth in the table, we did not pay any compensation, reimburse any expense of, make any equity awards or non-equity awards to, or pay any other compensation to, any of the other non-employee members of the Board in fiscal 2025.
2025 Director Compensation Table
| Name | Fees Earned or Paid in Cash ($) | Option Awards ($)(1) | Total ($) |
|---|---|---|---|
| William Bock | 70,000 | — | 70,000 |
| Ronald Green | 45,000 | — | 45,000 |
| James (Jim) Hagan | 125,000 | — | 125,000 |
| Tracey Newell | 45,000 | — | 45,000 |
| Kristin Weston | 150,000 | — | 150,000 |
(1) At the end of fiscal 2025, (i) Mr. Bock held approximately 11,297.64 outstanding Incentive Units, (ii) Mr. Green held approximately 11,297.64 outstanding Incentive Units, (iii) Mr. Hagan held approximately 31,633.39 outstanding Incentive Units, (iv) Ms. Newell held approximately 11,297.64 outstanding Incentive Units, and (v) Ms. Weston held approximately 61,007.25 outstanding Incentive Units.
Compensation Committee Interlocks and Insider Participation
None of our executive officers currently serves, or in the past fiscal year has served, as a member of the board of directors or compensation committee of any entity that has one or more executive officers serving on our Board or Compensation and Nominating Committee.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.