Tech — Software

Q2 Holdings Executive Compensation (FY25)

QTWO · Austin, TX · Executive and director compensation, fiscal 2022 to 2025
Chief executive, fiscal 2025
◇
Matthew Flake
Latest say-on-pay support
=
June 10, 2026
Chief executive pay ratio
◇
To the median employee
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The paid brief on Q2 Holdings

Positioning against its disclosed peers, the governance read, incentive design, and the CD&A alignment analysis; the full peer table; a committee-ready PDF.
From $499 for the board report; $2,400 for both.
Data as of October 22, 2026Latest filing (8-K): June 12, 2026
14 filings cited on this page
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334 figures on this page: 325 cited to the filing that reported them, 9 calculated from figures it prints. See the citations

More on Q2 Holdings

Five data products on this company. Each one is requested through the developer setup page.
What changed from fiscal 2024 to fiscal 2025
The figures that moved, and by how much. Analysis of these figures is part of the Velarion platform.
Chief executive total compensation — Matthew Flake: $12,099,260 → $11,492,510 (5.0% lower)
CEO pay ratio: 87:1 → 95:1 (9.2% higher)

Frequently asked questions

Answers drawn from the data on this page.
Who is Q2 Holdings' chief executive and what were they paid?
Matthew Flake was paid $11,492,510 in total compensation as President & Chief Executive Officer for fiscal 2025. Compared with the $12,099,260 reported for fiscal 2024, Flake's total was 5.0% lower.
What was Q2 Holdings' say-on-pay result?
For fiscal 2025, shareholders backed the say-on-pay proposal with 97.1% of votes cast including abstentions in favor at the meeting held June 10, 2026.
Which companies are in Q2 Holdings' peer group?
The disclosed peer group names Alkami Technology, BILL Holdings, Intapp, Qualys and Smartsheet.
What is Q2 Holdings' chief executive pay ratio?
For fiscal 2025, the company reported a chief executive pay ratio of 95:1, against median employee compensation of $121,334.

Executive compensation

Every element reported for each named executive officer, by fiscal year.
Fiscal 2022
OfficerSalaryBonusStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
Matthew Flake
Chief Executive Officer
◇—◇—◇—◇◇
Michael Volanoski
Chief Revenue Officer
◇—◇—◇—◇◇
David Mehok
Chief Financial Officer
◇—◇—◇—◇◇
John Breeden
Chief Operating Officer
◇—◇—◇—◇◇
Jonathan Price
Executive Vice President, Emerging Businesses, Corporate & Business Development
◇—◇—◇—◇◇
Fiscal 2023
OfficerSalaryBonusStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
Matthew Flake
Chief Executive Officer and Director
◇—◇—◇—◇◇
Kirk Coleman
President
◇—◇—◇—◇◇
John Breeden
Chief Operating Officer
◇—◇—◇—◇◇
Michael Volanoski
Chief Revenue Officer
◇—◇—◇—◇◇
David Mehok
Chief Financial Officer
◇—◇—◇—◇◇
Jonathan Price
Chief Financial Officer
◇—◇—◇—◇◇
Fiscal 2024
OfficerSalaryBonusStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
Matthew Flake
Chief Executive Officer, Chairman of the Board and Director
◇—◇—◇—◇◇
Kirk Coleman
President
◇—◇—◇—◇◇
Jonathan Price
Chief Financial Officer
◇—◇—◇—◇◇
Michael Volanoski
Chief Revenue Officer
◇—◇—◇—◇◇
David Mehok
Former Chief Financial Officer
Departed during or after this year
◇—◇———◇◇
John Breeden
Chief Delivery Officer
◇—◇—◇—◇◇
Fiscal 2025
OfficerSalaryBonusStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
Matthew Flake
President & Chief Executive Officer
◇—◇—◇—◇◇
Kirk Coleman
Chief Business Officer
◇—◇—◇—◇◇
Jonathan Price
Chief Financial Officer
◇—◇—◇—◇◇
John Breeden
Chief Delivery Officer
◇—◇—◇—◇◇
Himagiri Mukkamala
Chief Operating Officer
◇—◇—◇—◇◇
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero. A negative change in pension value is shown but, as the company reports it, not included in the total.

Equity awards granted

Individual awards as disclosed: type, date, unit counts at each level, and grant date value.
Fiscal 2025
OfficerAwardGrant dateThreshold unitsTarget unitsUnits grantedMaximum unitsExercise priceGrant date fair value
Himagiri MukkamalaPSU◇◇◇—◇—◇
Himagiri MukkamalaPSU◇◇◇—◇—◇
Himagiri MukkamalaRSU◇——◇——◇
John E. BreedenPSU◇◇◇—◇—◇
John E. BreedenPSU◇◇◇—◇—◇
John E. BreedenRSU◇——◇——◇
Kirk L. ColemanPSU◇◇◇—◇—◇
Kirk L. ColemanPSU◇◇◇—◇—◇
Kirk L. ColemanRSU◇——◇——◇
Matthew P. FlakePSU◇◇◇—◇—◇
Matthew P. FlakePSU◇◇◇—◇—◇
Matthew P. FlakeRSU◇——◇——◇
Fiscal 2022, 2023, 2024 are included in the PDF.
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero. Threshold, target and maximum apply only to performance awards and are never shown for time-based or option awards.

Outstanding awards

Awards still held at fiscal year end.
As disclosed at fiscal 2025 year end
OfficerAwardUnvested unitsMarket value of unvested unitsExercise priceExpires
John BreedenRSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
Kirk ColemanRSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
Jonathan PriceRSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
Matthew FlakeRSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
Himagiri MukkamalaRSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero.

Severance and change in control

The terms as written in the agreements.
Himagiri Mukkamala
Chief Operating Officer · Employment agreement
Severance multiple◇
Change-in-control multiple◇
Equity acceleration on change in control◇
Benefits continuation on change in control◇
Benefits continuation◇
John Breeden
Chief Delivery Officer · Terms as described in the company’s compensation discussion · citing a 2025 filing
Severance multiple◇
Equity acceleration on change in control◇
Jonathan Price
Chief Financial Officer · Terms as described in the company’s compensation discussion · citing a 2025 filing
Severance multiple◇
Severance base◇
Equity acceleration on change in control◇
Kirk Coleman
Chief Business Officer · Employment agreement · citing a 2026 filing
Severance multiple◇
Severance base◇
Change-in-control multiple◇
Change-in-control base◇
Equity acceleration on change in control◇
Benefits continuation on change in control◇
Benefits continuation◇
Excise tax treatment◇
Matthew Flake
President & Chief Executive Officer · Employment agreement
Severance multiple◇
Change-in-control multiple◇

Director compensation

What each non-employee director was paid.
Fiscal 2025
DirectorFees earned in cashStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
Stephen C. Hooley
◇◇————◇
James R. Offerdahl
◇◇————◇
R. Lynn Atchison
◇◇————◇
Margaret L. Taylor
◇◇————◇
Lynn Antipas Tyson
◇◇————◇
Andre L. Mintz
◇◇————◇
Jeffrey T. Diehl
Lead independent director
◇—————◇
Matthew P. Flake served on the board in fiscal 2025 and received no compensation for board service. Executive directors are typically paid through their executive roles, shown above.
Earlier years are included in the PDF.
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero.

Director fee schedule

The standing retainers and premiums the board pays, as published.
Board cash retainer◇
Board equity retainer◇
Board chair premium◇
Lead independent director premium◇
Audit committee chair◇
Audit committee member◇
Compensation committee chair◇
Compensation committee member◇
Nominating and governance chair◇
Nominating and governance member◇
Equity is delivered as restricted stock units.

Disclosed peer group

The companies this board named as its compensation comparison group. The list is disclosure; the comparison is analysis.
Fiscal 2025
  • Alkami Technology ALKT
  • BILL Holdings BILL
  • Intapp INTA
  • Qualys QLYS
  • Smartsheet SMAR

Say-on-pay history

Shareholder support for the compensation program, by year.
YearMeetingSupportVotes forVotes againstAbstentions
2025June 10, 2026=◇◇◇
2024June 3, 2025=◇◇◇
2023June 11, 2024=◇◇◇
2022May 31, 2023=◇◇◇
2021June 1, 2022=◇◇◇
2020June 8, 2021=◇◇◇
2019June 9, 2020=◇◇◇
2018June 11, 2019=◇◇◇
2017June 13, 2018=◇◇◇

Chief executive pay ratio

As calculated and reported by the company.
Ratio
◇
Median employee compensation
◇
Chief executive total compensation
◇

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Sample answer — “What is the CEO’s total compensation?”
- Matthew Flake (President & Chief Executive Officer), FY2025 total compensation $11,492,510 (base salary $520,000) [exec_comp, SEC accession 0001410384-26-000029, filed 2026-04-29]

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What this page does not include

Everything above is a fact Q2 Holdings disclosed, and it is free. Everything below is our analysis of those facts, and it is not.
Peer benchmarking
Where Q2 Holdings sits against its disclosed peers — percentile position by role and by pay element, and the ranking behind it. The disclosed peer group is free; comparisons across it are part of the Velarion platform.
Executive Compensation Report — $1,500
Written compensation analysis
A read of the pay program as designed and as paid: incentive structure, goal rigor, the alignment between the committee's stated philosophy and what the numbers show.
Executive Compensation Report — $1,500
Board and governance analysis
Committee composition, independence, director pay positioning, and the governance provisions read together rather than listed.
Board Governance Report — $499
Realizable pay
What the awards above are actually worth today against what they were valued at on grant, and what the gap says about the pay-for-performance link.
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Citations

Every figure on this page is cited to the document that reported it. Select any figure to see its citation.
334 figures on this page: 325 cited to the filing that reported them, 9 calculated from figures it prints.
325 cited to the filing
9 calculated from the filing

Documents cited

  1. 0001410384-26-000043
  2. 0001410384-26-000029
    CEO Pay Ratio · Employment Agreement · Grants of Plan-Based Awards · Potential Payments upon Termination · and 1 more section
  3. 0001410384-25-000120
  4. 0001410384-25-000086
    Compensation Discussion and Analysis · Summary Compensation Table
  5. 0001410384-24-000145
  6. 0001410384-24-000093
    Summary Compensation Table
  7. 0001410384-23-000089
    Item 5.07 Submission of Matters to a Vote of Security Holders
  8. 0001410384-23-000053
    Summary Compensation Table
  9. 0001410384-22-000048
  10. 0001410384-21-000096
  11. 0001410384-20-000104
  12. 0001410384-19-000086
  13. 0001410384-18-000071
  14. 0001410384-26-000006
    Employment Agreement
Cite this data
This page is free to cite. Attribution we ask for:
Velarion, “Q2 Holdings executive compensation, FY2022–FY2025.” https://intel.velarion.ai/comp/QTWO (accessed 2026).
Short form: data: Velarion

The paid brief for Q2 Holdings

Positioning against its disclosed peers, the governance read, incentive design, and the CD&A alignment analysis; the full peer table; a committee-ready PDF.
From $499 for the board report; $2,400 for both.
14 filings cited on this page
Method: intel.velarion.ai/methodology
A report that fails to generate is refunded in full
Published by Velarion Company Intelligence
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Tech — Software rankings

Peers Q2 Holdings discloses

The companies named in QTWO's own disclosed peer group.

Terms on this page

Free to read and cite. Redistribution or bulk use of the dataset requires a data license. Talk to us about the data license.

Cite this data
APA
Velarion Company Intelligence. (2026). Velarion database: executive and board compensation data (Version 2026Q3) [Data set]. Zenodo. https://doi.org/10.5281/zenodo.22283854
BibTeX
@misc{velarionData2026,
  author = {{Velarion Company Intelligence}},
  title = {Velarion database: executive and board compensation data},
  year = {2026},
  version = {2026Q3},
  doi = {10.5281/zenodo.22283854},
  publisher = {Zenodo},
  url = {https://doi.org/10.5281/zenodo.22283854}
}
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