Form 4: Beyond, Inc. CFO Adrianne Lee Receives Stock Grants
SEC Form 4 Filing
Adrianne Lee, CFO of Beyond, Inc., was granted restricted stock units and performance shares on February 4, 2025, according to a Form 4 filing with the SEC.
Summary
- On February 4, 2025, Adrianne Lee, the Chief Financial & Administrative Officer of Beyond, Inc., received grants of restricted stock units (RSUs) and performance shares (PSUs).
- Lee received 56,818 RSUs, which vest in three equal installments on February 4, 2026, 2027, and 2028.
- Vested shares from the RSUs will be delivered to Lee promptly after each vesting date.
- Lee also received 56,818 performance shares, which vest in three equal installments on the same dates as the RSUs, contingent upon meeting certain performance metrics.
- The performance metrics are weighted and based on EBITDA, Gross Margin (GM), and Contribution Margin (CM).
- The EBITDA performance metric requires achieving a negative $5 million EBITDA 3-month run rate (for 100% achievement) or a $0 EBITDA 3-month run rate (for 120% achievement), with full-year EBITDA no less than negative $44 million.
- The Gross Margin performance metric requires achieving 23% GM (for 50% achievement), 25% GM (for 100% achievement), or 28% GM (for 150% achievement), with full-year gross profit reaching $300 million.
- The Contribution Margin performance metric requires achieving 3% CM (for 50% achievement), 6% CM (for 100% achievement), or 9% CM (for 150% achievement).
- Vested shares from the PSUs will be delivered to Lee promptly after each vesting date.
- The filing was signed by Allison Fletcher, Attorney-in-Fact, on February 6, 2025.
Sentiment
Score: 7
Explanation: The document is neutral in tone, simply reporting the grant of stock options. The positive aspect is the alignment of the CFO's interests with shareholders through performance-based incentives.
Positives
- The grant of RSUs and PSUs to the CFO aligns her interests with those of the shareholders.
- The performance-based vesting of the PSUs incentivizes the CFO to achieve specific financial targets, potentially driving company performance.
- The vesting schedule of the RSUs and PSUs encourages long-term commitment from the CFO.
Risks
- The performance metrics for the PSUs may not be achieved, resulting in the CFO not receiving the full amount of the grant.
- The value of the RSUs and PSUs is dependent on the future stock price of Beyond, Inc., which is subject to market fluctuations.
- If the CFO leaves the company before the vesting dates, she may forfeit the unvested RSUs and PSUs.
Future Outlook
The vesting of the RSUs and PSUs is contingent upon continued employment and the achievement of specific performance metrics related to EBITDA, Gross Margin, and Contribution Margin.
Industry Context
Stock grants are a common form of executive compensation, particularly in growth-oriented companies, to align management's interests with those of shareholders and incentivize performance.
Comparison to Industry Standards
- Stock grants to executives are a standard practice across various industries, including technology and retail, to incentivize performance and align interests with shareholders.
- Companies like Amazon, Google, and Microsoft frequently use stock-based compensation as a significant part of their executive pay packages.
- The specific metrics used for performance-based vesting, such as EBITDA, Gross Margin, and Contribution Margin, are common financial indicators used to evaluate company performance in the retail and e-commerce sectors.
- The vesting schedules, typically spanning three to four years, are also in line with industry norms to ensure long-term commitment from executives.
Stakeholder Impact
- Shareholders may view the stock grants positively as they incentivize the CFO to improve company performance.
- Employees may be motivated by the potential for improved company performance driven by the CFO's incentives.
- The grants do not directly impact customers, suppliers, or creditors.
Key Dates
| Date | Description |
|---|---|
| 02/04/2025 | Date of the transaction (grant of RSUs and PSUs) |
| 02/04/2026 | First vesting date for RSUs and PSUs (one-third of the total) |
| 02/04/2027 | Second vesting date for RSUs and PSUs (one-third of the total) |
| 02/04/2028 | Final vesting date for RSUs and PSUs (one-third of the total) |
| 02/06/2025 | Date of filing the Form 4 |
Keywords
restricted stock units, performance shares, Adrianne Lee, BEYOND, INC., CFO, Form 4, vesting, EBITDA, Gross Margin, Contribution Margin, stock grant
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