Andreas Wendel
About Andreas Wendel
Andreas Wendel, 41, is Chief Technology Officer of Kodiak AI (formerly “Legacy Kodiak”), having served as CTO since February 2022 after joining the company in 2018 as a founding engineer; he previously led Perception engineering at Waymo and was a researcher/lecturer at Graz University of Technology, where he earned BSc, MSc, and PhD degrees in computer science/telematics . Ares Acquisition Corporation II (AACT) completed its business combination to form Kodiak AI, Inc. in late September 2025; Wendel is a named executive officer with a confirmatory employment letter on file and is covered by the company’s equity and compensation plans adopted at closing . Quantitative performance metrics such as TSR, revenue growth, or EBITDA growth tied to his pay are not specifically disclosed in available filings.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Kodiak Robotics (Legacy) | Vice President of Engineering; Founding Engineer | 2018–2022 | Early technical leadership; scaled engineering before becoming CTO . |
| Kodiak Robotics (Legacy) | Chief Technology Officer | Feb 2022–Business Combination | Led technology roadmap through public listing process . |
| Waymo LLC (Alphabet) | Perception Tech Lead (Autonomous Driving) | 2017–2018 | Led perception engineering for autonomous driving stack . |
| Google Self‑Driving Car Project (pre‑Waymo) | Software Engineer | 2013–2016 | Contributed to core self‑driving software . |
| Graz University of Technology | Researcher & Lecturer; founded Aerial Vision Group | 2009–2013 | Advanced computer vision for autonomous drones; academic leadership . |
External Roles
No external directorships or committee roles disclosed for Wendel in available company filings.
Fixed Compensation
| Year | Base Salary ($) | Target Bonus % of Salary | Actual Cash Bonus ($) |
|---|---|---|---|
| 2024 | 350,000 | 40% | 140,000 |
| Current (2025, post‑combo) | 420,000 | 65% | Not disclosed |
Performance Compensation
- Annual bonus plan: Bonuses are awarded at the Board’s discretion based on company and individual performance; explicit financial/operational metrics, weights, and thresholds were not disclosed for 2024–2025 .
- Equity incentives: Options with service‑based vesting; select awards carry change‑of‑control double‑trigger acceleration (details below) .
| Metric | Weighting | Target | Actual | Payout | Vesting/Notes |
|---|---|---|---|---|---|
| Annual cash bonus (2024) | Not disclosed | Not disclosed | Not disclosed | 140,000 | Discretionary; Wendel’s 2024 target 40% of salary . |
| Equity options (grants summarized below) | — | — | — | — | Service‑based vesting; CIC provisions for certain legacy options . |
Equity Awards – Grants, Vesting, Change‑in‑Control
- Outstanding equity awards at 12/31/2024 (Legacy Kodiak options):
| Grant Date | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration |
|---|---|---|---|---|
| 04/21/2021 | 202,380 | — | 0.23 | 04/20/2031 |
| 02/09/2022 | 4,979,623 | 1,659,875 | 0.45 | 02/08/2032 |
| 08/21/2024 | — | 999,872 | 0.31 | 08/20/2034 |
- 2025 option grant (pre‑closing): 215,700 options with vesting of 12.5% at 6 months, then 1/48th monthly thereafter (standard 4‑year schedule), subject to continued service .
- Change‑in‑control and severance: If terminated without cause or resigns for good reason within 12 months following a change in control (as defined), certain Legacy Kodiak options held by Wendel accelerate and become fully exercisable, contingent on executing a release of claims . Company adopted an Executive Change in Control and Severance Policy at closing (exhibit listed), but specific multiples/benefits are not detailed in the excerpts reviewed .
Equity Ownership & Alignment
- Beneficial ownership (post‑combination): Wendel beneficially owns 9,103,828 shares of common stock, representing 4.9% of outstanding shares as of November 6, 2025 .
- Ownership structure detail: Beneficial ownership percentages include securities exercisable within 60 days; full breakdown of direct vs. indirect holdings beyond options exercisable was not provided in the excerpt .
- Pledging/hedging: No pledging or hedging disclosures specific to Wendel were identified in the reviewed filings.
- Stock ownership guidelines: Not disclosed in the reviewed filings.
Employment Terms
- Employment status: At‑will; confirmatory employment letter in July 2025 specifies base salary and eligibility for target bonus and benefit programs; standard At‑Will Employment, Confidential Information, Invention Assignment and Arbitration Agreement applies .
- Current cash comp targets: Base salary $420,000; target bonus 65% of base salary .
- Governance policies adopted at closing:
- 2025 Equity Incentive Plan and 2025 Employee Stock Purchase Plan .
- Executive Change in Control and Severance Policy (exhibit listed) .
- Executive Incentive Compensation Plan .
- Compensation Recovery (Clawback) Plan .
- Indemnification Agreement for directors and executive officers .
Investment Implications
- Alignment and retention: Wendel’s substantial beneficial ownership (4.9%) and large legacy option holdings at low exercise prices ($0.23–$0.45–$0.31) create strong equity alignment and upside convexity; double‑trigger CIC acceleration reduces flight risk around strategic transactions while maintaining continued‑service vesting under normal operations .
- Pay mix evolution: 2025 compensation increases base ($420k) and materially raises bonus leverage (65% target), indicating higher at‑risk cash pay; combined with ongoing equity vesting, incentives are tied to execution through and after the de‑SPAC transition .
- Governance: Adoption of a formal clawback plan, executive incentive plan, and severance/CIC policy at closing supports improved public‑company governance and predictability of outcomes in downside or transformative scenarios .
- Trading signals: Continuous monthly vesting from recent grants and sizable legacy option overhang could create periodic liquidity events post‑lockup; absence of disclosed pledging mitigates forced‑sale risk, but investors should monitor Form 4 filings for realized sales once windows open and ESPP/plan enrollments commence .