Jesse Deutsch
About Jesse Deutsch
Jesse Deutsch is ABAT’s Interim Chief Financial Officer, appointed February 21, 2025, after previously serving as CFO from May 22, 2023 to January 31, 2025; he is 61 and holds an MBA from NYU and a BS in Economics from Wharton . He has 25+ years of global finance leadership experience, including CFO roles at Kraft Foods and Aramark and executive finance roles at Visa and Philip Morris; he has led more than 75 M&A transactions and large systems implementations . Pay-versus-performance disclosures show TSR improved in fiscal 2025 versus fiscal 2024, and net loss decreased by ~11% in fiscal 2025 vs. fiscal 2024, contextualizing incentive value realization in the latest year .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Kraft Foods | Chief Financial Officer | Not disclosed | Led businesses through high-growth phases; executed M&A |
| Aramark Inc. | Chief Financial Officer | Nearly 20 years in CFO roles across brands | Transformative finance processes; M&A integrations |
| Visa | Executive finance leadership | Not disclosed | Systems implementations; global leadership |
| Philip Morris | Executive finance leadership | Not disclosed | High-growth phases; controls/reporting |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| (Charitable/community boards permitted under offer terms) | Director or participant | Not disclosed | Allowed if non-conflicting with duties |
Fixed Compensation
| Fiscal Year | Base Salary ($) | Bonus ($) | Total ($) |
|---|---|---|---|
| FY 2023 | 27,778 | — | 401,078 |
| FY 2024 | 250,000 | — | 250,000 |
| FY 2025 | 280,000 | 36,550 | 421,326 |
- Interim CFO offer letter (Feb 2025) set base salary at $280,000 and a one-time $25,000 sign-on bonus .
- CFO Agreement (effective July 1, 2024) set base salary at $280,000 with target cash bonus at 75% of salary based on strategic milestones .
Performance Compensation
Equity Awards and Vesting Constructs
| Award Type | Grant Reference | Grant Value / Shares | Vesting | Term/Strike |
|---|---|---|---|---|
| RSUs (sign-on, 2023 employment agreement) | Employment agreement dated May 17, 2023 | 33,334 RSUs (vest after first-year anniversary, end of following fiscal quarter) | Single vesting event post-anniversary | Not applicable |
| RSUs (sign-on, 2023 8-K offer letter) | Offer Letter May 19, 2023 | 500,000 RSUs (vesting after first-year anniversary) | Single vesting event post-anniversary | Not applicable |
| RSUs (FY25 CFO Agreement) | Effective Oct 9, 2024 | $500,000 divided by 20-day VWAP prior to Oct 9, 2024; vests 1/16th quarterly over 4 years | 1/16th quarterly (4 years) | Not applicable |
| Warrants (FY25 CFO Agreement) | Effective Oct 9, 2024 | $1,000,000 worth; 5-year expiration; exercise price via Black-Scholes as of Oct 9, 2024; vests 1/16th quarterly over 4 years | 1/16th quarterly (4 years) | 5-year expiration; strike set per Black-Scholes at effective date |
Note: The 2023 Offer Letter referenced 500,000 sign-on RSUs, while the 2024 proxy disclosed 33,334 sign-on RSUs; the company’s filings indicate differing share counts, which may reflect plan adjustments or share count changes. Both sources are cited here .
FY25 Milestone-Based Incentive Framework (CFO Agreement)
| Metric | Weighting | Target Definition | Payout Status | Vesting Linkage |
|---|---|---|---|---|
| TRIC Recycling Operations | 25% | Achieve Board-approved FY25 ramp plan | Not disclosed | RSUs/warrants vest per 4-year schedule |
| Recycling Technology | 15% | Achieve Board-approved Phase 2 roadmap | Not disclosed | As above |
| Tonopah Flats Resource | 15% | Publish PFS validated by public disclosure | Not disclosed | As above |
| Primary Lithium Technology | 15% | Qualify pilot batch with strategic partner lab validation | Not disclosed | As above |
| EH&S | 10% | Employee engagement ≥75% or implement ISO 14001/45001 processes | Not disclosed | As above |
| Finance | 10% | Achieve Board-approved financial metrics | Not disclosed | As above |
| Compliance | 5% | Maintain good standing; meet SEC rules/regulations | Not disclosed | As above |
| Communications | 15% | Achieve Board-approved FY25 comms plan by Nov 2025 | Not disclosed | As above |
Vesting schedules for RSUs and warrants are time-based (quarterly) independent of immediate milestone achievement; amounts accrue with milestone attainment per the CFO Agreement .
Pay-Versus-Performance Context
- FY2024 CAP reconciliation showed negative CAP for non-PEO NEOs including Deutsch, consistent with weaker TSR and increased net loss in FY2024 vs FY2023 . FY2025 showed improved TSR vs FY2024 and ~11% reduction in net loss YoY, supporting higher CAP in FY2025 .
Equity Ownership & Alignment
| As-of Date | Shares Beneficially Owned | % of Outstanding | Source |
|---|---|---|---|
| Sep 17, 2024 | 30,532 | <1% (based on 71,972,166 shares) | |
| Sep 17, 2025 | 19,048 | <1% (based on 118,046,888 shares) |
- Outstanding equity at FY2024 year-end: two option lines each with 9,524 options exercisable (grants dated 06/06/2023); no RSU counts disclosed for Deutsch in that specific table .
- Anti-hedging policy prohibits directors/officers from engaging in transactions that hedge or offset decreases in ABAT equity; pledging is not mentioned in the available disclosures .
- Clawback policy adopted per Nasdaq listing standards to recoup erroneously awarded incentive compensation after restatements; applies to Section 16 officers over the prior three completed fiscal years .
Employment Terms
| Term | Detail |
|---|---|
| Initial CFO appointment | Appointed May 19, 2023; Offer Letter effective May 22, 2023 . |
| Retirement and transition | Notified intent to retire Jan 6, 2025; retired Jan 31, 2025; Interim CFO appointed effective Feb 1, 2025 . |
| Return as Interim CFO | Board appointed Deutsch Interim CFO effective Feb 21, 2025; at-will; base salary $280,000; one-time $25,000 signing bonus . |
| 2024 CFO Agreement | Effective July 1, 2024: salary $280,000; target cash bonus 75% of salary; $500,000 RSUs and $1,000,000 warrants; vest 1/16th quarterly; warrants 5-year expiration; effective date Oct 9, 2024 . |
| Work location | Minimum of 10 business days per month in Reno, NV offices . |
| Non-compete/continuation | Company may offer salary continuation in exchange for a non-compete upon termination; continuation can be terminated at Company’s discretion . |
| Severance (2023 employment agreement) | If terminated without cause or for good reason: accrued salary/expenses and cash bonus for achieved milestones; Company may elect salary continuation for non-compete; additional amount equal to twelve (6) months of salary and six (6) months of COBRA coverage; vested but unexercised options/warrants exercisable until the earlier of one year after end of salary continuation or option/warrant expiry . |
| Records/return of property | Records are Company property; return required upon termination; Company may reclaim payments/benefits and seek legal remedies for breaches . |
| Compliance and restrictions | Exclusive services; board/community service allowed if non-conflicting; adherence to Company policies . |
| Section 16 filings | One instance of late Forms 4 (July 5, 2024) related to vesting events; company noted compliance otherwise for FY2025 . |
Compensation Structure Analysis
- Shift toward time-based equity vesting with milestone accrual: RSUs and warrants vest quarterly over four years, with accrual tied to milestone achievement, blending retention and performance features .
- Increased fixed pay from $250,000 (FY2024) to $280,000 (FY2025), with continued heavy at-risk bonus (75% of salary) and sizable equity-linked opportunity ($1.5M combined RSUs/warrants in FY25 agreement) .
- Governance safeguards: Anti-hedging and Nasdaq-compliant clawback policy reduce misalignment risk and enhance recoverability .
Investment Implications
- Alignment: Deutsch’s incentive framework is explicitly tied to operational and financial milestones (recycling, technology, resource development, finance, compliance), which should correlate with value creation milestones investors track; vesting over four years underpins retention .
- Retention risk: The January 2025 retirement followed by February 2025 interim return introduces transition risk, but time-based vesting and milestone accruals may temper near-term selling pressure; beneficial ownership remains modest (<1%) .
- Trading signals: Quarterly vesting in RSUs/warrants over four years can create predictable vest events; monitor Section 16 filings around quarter-ends and milestone disclosures for potential supply; the company disclosed one late filing related to vesting in FY2025 .
- Governance: Anti-hedging and clawback are positives; pledging not disclosed. Pay-versus-performance trends improved in FY2025 (higher TSR, smaller net loss), supportive of incentive value realization .
