CEO Jon Cohen was paid $1,893,057 in fiscal year 2024, ↑ up 41.6% from fiscal year 2023 (SEC filing 0001140361-25-016714 ↗): executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.
$1,893,057 ↑ Jon Cohen total, FY2024 | — CEO pay percentile vs peers | — CEO-to-median pay ratio | 91.55% Say-on-pay support, latest vote |
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| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Jon Cohen | $600,000 | $494,400 | $385,309 | $389,059 | — | — | $24,289 | $1,893,057 |
| Chief Executive Officer | ||||||||
| Jennifer Fulk | 153,000 | 200,000 | 1,008,958 | 37,779 | — | — | 430,744 | 1,830,481 |
| Former Chief Financial Officer | ||||||||
| Ian Harris | 233,000 | 219,733 | 800,950 | 0 | — | — | 30,598 | 1,281,423 |
| Chief Financial Officer | ||||||||
| Gil Margolin | 400,000 | 329,600 | 197,280 | 49,801 | — | — | 31,100 | 1,007,781 |
| Chief Technology Officer | ||||||||
A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.
| Named executive officer | FY2024 total | FY2023 total | FY2022 total | Δ FY2023→2024 |
|---|---|---|---|---|
| Jon Cohen | $1,893,057 | $1,337,323 | $2,747,622 | ↑ +555,734 |
| Jennifer Fulk | 1,830,481 | 1,373,104 | 1,867,146 | ↑ +457,377 |
| Ian Harris | 1,281,423 | — | — | — |
| Gil Margolin | 1,007,781 | 1,079,308 | 1,419,725 | ↓ −71,527 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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Each company listed discloses TALK in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named TALK in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
One page per officer: the same table above, read for one person at a time — his own figure and every fiscal year the register holds.
| Executive | Role | FY2024 total |
|---|---|---|
| Gil Margolin | CTO | $1,007,781 |
| Ian Harris | CFO | $1,281,423 |
| Jon Cohen | CEO | $1,893,057 |
| Jennifer Fulk | CFO | $1,830,481 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Ian Harris | RSU | 2024-06-01 | — | — | 300,000 | — | $800,950 |
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Ian Harris | $800,950 | $0 | $0 | 0.0% |
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Gil Margolin | RSU | 89,619 | — | $276,923 |
| Jon Cohen | RSU | 39,383 | — | 121,693 |
| Gil Margolin | RSU | 23,204 | — | 71,700 |
| Gil Margolin | RSU | 39,736 | — | 122,784 |
| Jon Cohen | RSU | 1,437,500 | — | 4,441,875 |
| Jon Cohen | RSU | 104,704 | — | 323,535 |
| Ian Harris | RSU | 300,000 | — | 927,000 |
| Gil Margolin | Option | 92,813 | 5.81 | — |
| Gil Margolin | Option | 22,263 | 2.99 | — |
| Gil Margolin | RSU | 53,609 | — | 165,652 |
| Jon Cohen | Option | 100,106 | 1 | — |
| Jon Cohen | Option | 575,000 | 0.86 | — |
| Jon Cohen | Option | 173,917 | 2.99 | — |
| Gil Margolin | Option | 14,239 | 1.61 | — |
| Gil Margolin | Option | 31,647 | 0.88 | — |
The Company's executive compensation program is designed to attract, motivate, and reward leaders who create an inclusive and diverse environment and have the skills and experience necessary to successfully execute on the strategic plan to maximize stockholder value. The program aims to align the long-term interests of NEOs with those of stockholders by emphasizing equity compensation and linking rewards to short-term and long-term performance.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Meridian |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | false |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2025 | 2025-06-18 | 73,239,190 | 6,761,066 | 44,544 | 91.55% | Passed |
| 2024 | 2024-06-13 | 58,337,354 | 588,824 | 56,744 | 99% | Passed |
| 2023 | 2023-10-10 | 79,884,521 | 2,405,762 | 770,496 | 96.18% | Passed |
| 2022 | 2022-09-15 | 52,261,485 | 3,574,117 | 1,073,932 | 93.6% | Passed |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.
| Meeting year | Meeting date | Approval — company's computation |
|---|---|---|
| 2025 | 2025-06-18 | 91.55%a |
| 2024 | 2024-06-13 | 99%b |
| 2023 | 2023-10-10 | 96.18%c |
a. Approved under the standard stated in the filing — “Abstentions and broker non-votes will have no effect on the outcome of this proposal.”.
b. Approved under the standard stated in the filing — “Abstentions and broker non-votes will have No effect on the outcome of this proposal.”.
c. Approved under the standard stated in the filing — “Votes withheld have no effect on the election of directors and abstentions will have no effect on the ratification of the appointment of Kost Forer Gabbay and Kasierer, a member of Ernst and Young Global, or the advisory Say on Pay votes, but have the same effect as a vote "Against" the Board Declassification proposal.”.
Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Douglas L. BraunsteinNot independent · Board Chair | $70,000 | $160,189 | $0 | — | — | $230,189 |
| Curtis WarfieldIndependent · Audit (Chair) · Compensation | 60,000 | 160,189 | 0 | — | — | 220,189 |
| Erez ShacharIndependent · Compensation (Chair) · Nominating and Corporate Governance | 50,000 | 160,189 | 0 | — | — | 210,189 |
| Swati AbbottIndependent · Audit · Compensation | 40,000 | 160,189 | 0 | — | — | 200,189 |
| Michael HansenIndependent · Audit · Compensation | 40,000 | 160,189 | 0 | — | — | 200,189 |
| Jacqueline YeaneyIndependent · Audit · Nominating and Corporate Governance (Chair) | 40,000 | 160,189 | 0 | — | — | 200,189 |
| Liat Ben-ZurIndependent · Audit · Nominating and Corporate Governance | 40,000 | 160,189 | 0 | — | — | 200,189 |
| Madhu PawarNot independent | 40,000 | 160,189 | 0 | — | — | 200,189 |
| Jon CohenEmployee director | — | — | — | — | — | 0 |
| Annual cash retainer | $40,000 |
|---|---|
| Annual equity retainer | $160,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 20,000 / 10,000 |
| Stock ownership guideline | — |
| Component | FY2024 |
|---|---|
| Cash retainers and fees | $380,000 |
| Equity awards (grant-date value) | $1,281,512 |
| All other compensation | $0 |
| Total cost of the board | $1,661,512 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | Talkspace | 2024 | Jon Cohen | $600,000 | $385,309 | $389,059 | — | $1,893,057 |
Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.
Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.
Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.
| # | Supports | Document | Filed | Accession | Location in document |
|---|---|---|---|---|---|
| 1 | Section 01, Jon Cohen | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Executive Compensation”. As printed: 1,893,057. Filing ↗ |
| 2 | Section 01, Jennifer Fulk | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Executive Compensation”. As printed: 1,830,481. Filing ↗ |
| 3 | Section 01, Ian Harris | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Executive Compensation”. As printed: 1,281,423. Filing ↗ |
| 4 | Section 01, Gil Margolin | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Executive Compensation”. As printed: 1,007,781. Filing ↗ |
| 5 | Section 03, Ian Harris RSU | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗ |
| 6 | Section 08, Douglas L. Braunstein | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Director Compensation”. As printed: 230,189. Filing ↗machine: span 738189–738352 |
| 7 | Section 08, Curtis Warfield | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Director Compensation”. As printed: 220,189. Filing ↗machine: span 742757–742920 |
| 8 | Section 08, Erez Shachar | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Director Compensation”. As printed: 210,189. Filing ↗machine: span 740303–740466 |
| 9 | Section 08, Swati Abbott | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Director Compensation”. As printed: 200,189. Filing ↗machine: span 753873–754035 |
| 10 | Section 08, Michael Hansen | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Director Compensation”. As printed: 200,189. Filing ↗machine: span 749428–749591 |
| 11 | Section 08, Jacqueline Yeaney | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Director Compensation”. As printed: 200,189. Filing ↗machine: span 744862–745025 |
| 12 | Section 08, Liat Ben-Zur | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Director Compensation”. As printed: 200,189. Filing ↗machine: span 751879–752042 |
| 13 | Section 08, Madhu Pawar | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Director Compensation”. As printed: 200,189. Filing ↗machine: span 747326–747489 |
| 14 | Section 08, Jon Cohen | DEF 14A | 2025-04-30 | 0001140361-25-016714 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 15 | Section 06, 2025 vote | Form 8-K | 2025-06-23 | 0000950170-25-089081 | Item 5.07 · say-on-pay result. As reported: 91.55% (votes for as printed: 73,239,190). Filing ↗ |
| 16 | Section 06, 2024 vote | Form 8-K | 2024-06-20 | 0001140361-24-030757 | Item 5.07 · say-on-pay result. As reported: 99% (votes for as printed: 58,337,354). Filing ↗ |
| 17 | Section 06, 2023 vote | Form 8-K | 2023-10-13 | 0001140361-23-048198 | Item 5.07 · say-on-pay result. As reported: 96.18% (votes for as printed: 79,884,521). Filing ↗ |
| 18 | Section 01 trend, Δ column (computed) | Computed | — | — | Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1) |
| 19 | Section 03b vehicle mix (computed) | Computed | — | — | RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).machine: formula: sums + PSU ratio |
| 20 | Section 09b board cost (computed) | Computed | — | — | Cash 380,000 + equity 1,281,512 + all other 0 = 1,661,512, summed across the director compensation table rows.machine: formula: Σ = 1,661,512 |
| 21 | Talkspace (subject), Section 10b CEO total | DEF 14A | 2025-04-30 | 0001140361-25-016714 | CEO total compensation as printed in Talkspace's own proxy. As printed: 1,893,057. Filing ↗ |