Pay vs Performance Disclosure, Table |
The Compensation Discussion and Analysis section of this Proxy Statement sets forth the financial and other factors considered by the Compensation Committee when reviewing and setting the compensation of our CEO and other named executive officers for the fiscal year 2024. As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K (“Item 402(v)”), the amounts set forth below under the headings “Compensation Actually Paid to CEO” and “Average Compensation Actually Paid to Non-CEO NEOs” have been calculated in a manner consistent with Item 402(v). Footnotes (2) and (4) below set forth the adjustments from the total compensation for each NEO reported in the Summary Compensation Table (“SCT”) above. They do not reflect the actual amount of compensation earned by or paid to our non-CEO NEOs during the applicable year. For information regarding the non-CEO NEOs’ compensation for each fiscal year, please see the Compensation Discussion and Analysis and the Executive Compensation sections of this Proxy Statement and the Executive Compensation section of our 2024, 2023 and 2022 Proxy Statements, as applicable. Pay Versus Performance Table The following table provides summary information concerning pay versus performance for our CEO and non-CEO NEOs for the years ended December 31, 2024, 2023, 2022 and 2021.
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Value of Initial Fixed $100 investment based on: |
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Summary Compensation Table Total for CEO 1 ($) (1) |
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Summary Compensation Table Total for CEO 2 ($) (2) |
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Compensation Actually Paid to CEO 1 ($) (3) |
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Compensation Actually Paid to CEO 2 ($) (3) |
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Average Summary Compensation Table Total for Non-CEO NEOs ($) (4) |
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Average Compensation Actually Paid to Non-CEO NEOs ($) (5)(6) |
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Total Stockholder Return ($) (7) |
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Index Total Stockholder Return ($) (8) |
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Net Income ($ Millions) (9) |
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Total Revenue ($ Millions) (10) |
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2024 |
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6,045,649 |
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23,503,322 |
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(6,543,959 |
) |
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12,083,906 |
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1,736,641 |
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(624,840 |
) |
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11.58 |
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91.21 |
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(768.4 |
) |
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1,071.6 |
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2023 |
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7,031,795 |
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N/A |
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(15,584,729 |
) |
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N/A |
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4,576,451 |
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(5,182,198 |
) |
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20.96 |
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70.41 |
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(1.9 |
) |
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1,051.8 |
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2022 |
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16,234,030 |
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N/A |
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(41,123,355 |
) |
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N/A |
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7,707,501 |
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(2,765,959 |
) |
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29.94 |
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49.12 |
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(114.1 |
) |
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903.5 |
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2021 |
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1,125,200 |
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N/A |
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75,084,565 |
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N/A |
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956,913 |
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16,653,709 |
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48.16 |
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93.68 |
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281.7 |
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760.9 |
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(1) |
Reflects compensation amounts reported in the “Summary Compensation Table” for Whitney Wolfe Herd, our CEO as of March 17, 2025 and who previously served as our CEO prior to January 2, 2024, for the respective years shown. |
(2) |
Reflects compensation amounts reported in the “Summary Compensation Table” for Lidiane Jones, who served as our CEO from January 2, 2024 until March 17, 2025. |
(3) |
Compensation actually paid (“CAP”) to our CEOs in 2024 reflects the respective amounts set forth above, adjusted as set forth in the table below, as determined in accordance with SEC rules. |
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SCT Total Compensation ($) |
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6,045,649 |
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23,503,322 |
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Less: Stock and Option Award Values Reported in SCT for the Covered Year ($) |
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(5,194,110 |
) |
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(21,651,778 |
) |
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Plus: Fair Value for Stock and Option Awards Granted in the Covered Year ($) |
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3,245,176 |
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10,232,362 |
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Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years ($) |
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(5,865,383 |
) |
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— |
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Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year ($) |
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(4,775,291 |
) |
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— |
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Less: Fair Value of Stock and Option Awards Forfeited during the Covered Year ($) |
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— |
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— |
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Add: Incremental Fair Value of Stock and Option Awards from Prior Years that were Modified during the Covered Year ($) |
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— |
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— |
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Compensation Actually Paid ($) |
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(6,543,959 |
) |
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12,083,906 |
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(4) |
The following non-CEO named executive officers are included in the average figures shown below: |
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2024: Anuradha B. Subramanian (Chief Financial Officer), Elizabeth Monteleone (Chief Legal Officer) and Laura Franco (Former Chief Legal and Compliance Officer) |
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2023: Tariq M. Shaukat (President), Anuradha B. Subramanian (Chief Financial Officer) and Laura Franco (Chief Legal and Compliance Officer) |
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2022: Tariq M. Shaukat (President), Anuradha B. Subramanian (Chief Financial Officer) and Laura Franco (Chief Legal and Compliance Officer) |
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2021: Tariq M. Shaukat (President) and Anuradha B. Subramanian (Chief Financial Officer) |
(5) |
Average CAP for our non-CEO NEOs in 2024 reflects the respective amounts set forth above, adjusted as set forth in the table below, as determined in accordance with SEC rules. |
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SCT Total Compensation ($) |
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1,736,641 |
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Less: Stock and Option Award Values Reported in SCT for the Covered Year ($) |
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(1,300,970 |
) |
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Plus: Fair Value for Stock and Option Awards Granted in the Covered Year ($) |
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814,831 |
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Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years ($) |
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(460,733 |
) |
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Plus: Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year ($) |
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96,629 |
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Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year ($) |
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(419,483 |
) |
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Less: Fair Value of Stock and Option Awards Forfeited during the Covered Year ($) |
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(1,091,755 |
) |
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Add: Incremental Fair Value of Stock and Option Awards from Prior Years that were Modified during the Covered Year ($) |
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— |
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Compensation Actually Paid ($) |
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(624,840 |
) |
(6) |
CAP, as required under SEC rules, reflects adjustments to unvested and vested equity awards during the years shown in the table based on year-end (or vesting date) accounting valuations. CAP generally fluctuates due to stock price achievement and varying levels of projected and actual achievement of performance goals (as reflected in the significant decrease to 2024, 2023 and 2022 CAP). | The valuation methodology for Exit-Vesting Incentive Unit fair values is calculated based on the Monte Carlo pricing model (or the stock price in the case of a vesting date value). As of the measurement date, adjustments to the fair values have been made using the stock price as of the measurement date and updated assumptions (i.e., expected time to liquidity event, volatility, dividend yield, risk free interest rates). The weighted-average assumptions the Company used in the Monte Carlo model for the modified Exit-Vesting Incentive Units are as follows:
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Expected Time to Liquidity Event (Years) |
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12/31/2021 |
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— |
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60% |
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0.47% |
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1.3 |
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7/15/2022 |
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— |
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60% |
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2.1% to 3.1% |
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1.0 |
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12/31/2022 |
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— |
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75% |
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4.1% to 4.7% |
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1.0 |
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12/31/2023 |
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— |
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50% |
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4.4% to 5.5% |
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0.75 |
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12/31/2024 |
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— |
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60% |
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4.2% to 4.4% |
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0.75 |
| On July 15, 2022 (the “Modification Date”), the Exit-Vesting Incentive Units were modified to also provide for time-based vesting in 36 equal installments, with the first installment vesting on August 29, 2022, and subsequent installments vesting on each of the next 35 monthly anniversaries of August 29, 2022, subject to the award holder’s continued employment through each applicable vesting date and subject to other terms and conditions of the award. Incremental expense associated with the modification of the Exit-Vesting Incentive Units for the CEO was $15.0 million and average incremental expense associated with this modification for Non-CEO NEOs was $2.2 million. These amounts are expected to be recognized over a period of 3.0 years and is disclosed in the Summary Compensation Table. If the performance conditions are met prior to their respective time-vesting schedules, vesting of these Exit-Vesting Incentive Units and the associated stock-based compensation will be accelerated pursuant to the terms of the award agreements. The fair value of the Exit-Vesting Incentive Units as of the date of any vesting date since the Modification Date is based on the Company’s stock price as of such vesting date. Incremental expense for the modified Exit-Vesting Incentive Units was based on the Modification Date fair value of modified Exit-Vesting Incentive Units. The Modification Date fair value was measured using a Monte Carlo model, which incorporates various assumptions noted above. The valuation methodology for Time-Vesting Incentive Unit and stock option fair values is calculated based on the Black-Scholes option pricing model as of the dates below. As of each measurement date, adjustments to the fair values have been made using the stock price as of the dates below and updated assumptions (i.e., expected life, volatility, dividend yield, risk free interest rates) as of the measurement date. The assumptions the Company used in the Black-Scholes model for the Time-Vesting Incentive Units at each measurement date are as follows:
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12/31/2021 |
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— |
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55% to 60% |
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0.1% to 1.1% |
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0.1 to 3.8 |
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12/31/2022 |
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— |
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75% |
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4.1% to 4.7% |
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0.1 to 2.8 |
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12/31/2023 |
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— |
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50% |
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4.3% to 5.5% |
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0.1 to 1.8 |
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12/31/2024 |
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— |
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55% to 60% |
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4.2% to 4.4% |
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0.1 to 0.7 | The assumptions the Company used in the Black-Scholes model for the stock options at each measurement date are as follows:
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12/31/2022 |
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— |
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55% |
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3.9% to 4.0% |
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4.8 to 6.3 |
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12/31/2023 |
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— |
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55% |
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3.9% |
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3.8 to 4.2 |
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12/31/2024 |
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— |
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60% |
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4.2% to 4.4% |
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3.1 to 6.3 | Time-vesting RSU fair values are calculated using the stock price. The value of the Time-Vesting Incentive Units as of the date of any vesting date is based on the Company’s stock price as of such vesting date. Adjustments have been made using the stock price as of year-end.
(7) |
For the relevant fiscal year, represents the cumulative total stockholder return (“TSR”) of Bumble for the measurement periods ending on December 31, 2024, 2023, 2022 and from February 10, 2021 to December 31, 2021. |
(8) |
For the relevant fiscal year, represents the cumulative TSR of the Nasdaq CTA Internet Index (the “Index”) for the measurement periods ending on December 31 of each of 2024, 2023, 2022 and 2021, respectively. The Nasdaq CTA Internet Index is the same index we use in our performance graph in the Company’s Annual Reports on Form 10-K for the year ended December 31, 2024. |
(9) |
Reflects “Net earnings (loss)” in the Company’s Consolidated Statements of Operations included in the Company’s Annual Reports on Form 10-K for each of the years ended December 31, 2024, 2023, 2022 and 2021. |
(10) |
Reflects “Revenue” in the Company’s Consolidated Statements of Operations included in the Company’s Annual Reports on Form 10-K for each of the years ended December 31, 2024, 2023, 2022 and 2021. |
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