Jay Jackson
About Jay Jackson
Jay Jackson, 52, serves as Chairman of the Board, President, and Chief Executive Officer of Abacus Global Management, Inc. (formerly Abacus Life, Inc.). He joined Abacus Settlements in 2016 as President & CEO and has also served as CEO of Longevity Market Assets (LMA) since June 2019. He became a director at the July 2023 business combination closing and currently holds the dual roles of Chairman and CEO with no Lead Independent Director designated . His background includes a decade-plus as a vice president at Franklin Templeton, co-founding and managing the Fayerweather Street Life Fund, and building Cambridge Life Management for FDO Partners; he co-authored “Pursuing Wealthspan” and holds external civic roles in Orlando aging and senior services organizations . 2024 executive bonuses were tied to Adjusted EBITDA growth (>30% YoY achieved), while 2025 incentive design pivots to Adjusted Net Income targets and market-cap triggers, indicating a stronger earnings/performance alignment in 2025 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Abacus Settlements | President & Chief Executive Officer | 2016–present | Led strategic business development and operational efficiencies that “propelled Abacus forward” . |
| Longevity Market Assets (LMA) | Chief Executive Officer | June 2019–present | Executive leadership across the second principal operating subsidiary . |
| FDO Partners (Cambridge Life Management origination platform) | Co-founder/Manager | n/a | Built life origination capabilities at a $3B quant firm founded by HBS Prof. Ken Froot . |
| Fayerweather Street Life Fund | Co-founder/Manager | n/a | Investment and operating experience in longevity assets . |
| Franklin Templeton Investments | Vice President | >10 years | Institutional investment and distribution experience . |
External Roles
| Organization | Role | Years |
|---|---|---|
| Orlando Mayor’s Committee on Livability and Healthy Aging | Member | n/a |
| Senior Resource Alliance (Florida Dept. of Elder Affairs agency) | Executive Board Member | n/a |
Fixed Compensation
| Year | Base Salary ($) | Notes |
|---|---|---|
| 2023 | 280,000 | As disclosed in Summary Compensation Table . |
| 2024 | 300,000 | Same base across NEOs for 2024 . |
| 2025 | 500,000 | Increase effective May 8, 2025 per Item 5.02 8‑K . |
- Executive officers who also serve as directors did not receive director compensation for their director service in 2024 .
- No tax gross-ups are provided to named executive officers .
Performance Compensation
2024 Annual Bonus Design and Outcome
| Component | Metric/Terms | Target Range | Actual/Payout | Form | Vesting |
|---|---|---|---|---|---|
| Annual Bonus (CEO) | Adjusted EBITDA growth vs 2023 | 50%–200% of base salary | >30% growth achieved; Committee set payout at 200% of base salary | Equity-only for Jackson via 81,856 RSUs (granted Mar 27, 2025) | 1/3 on each of first three anniversaries of grant date . |
- Grants on Feb 13, 2024: 24,000 RSUs ($296,880) and 76,725 non-qualified stock options ($299,995) for CEO; options at $12.37 strike, expire Feb 13, 2034; 1/3 annual vesting .
- March 27, 2025: 81,856 RSUs approved to fully settle CEO’s 2024 bonus; 1/3 annual vesting .
2025 Incentive Framework (Approved May 8, 2025)
| Incentive | Metric | CEO Target | CEO Stretch | Payout Mechanics |
|---|---|---|---|---|
| Performance-Based RSUs | 2025 Adjusted Net Income | 596,658 RSUs | 1,193,317 RSUs | If ANetInc = $140M (Stretch), 100% subject to time-vesting; if $70M (Target), 50% forfeited; interpolate 0%–200%; then 3-year ratable vesting from Determination Date; potential accelerated vesting upon market cap triggers . |
| Annual Cash Bonus | 2025 Adjusted Net Income | $700,000 | $1,400,000 | Interpolation between Target and Stretch; payable post-determination; may pay below Target down to 2024 ANetInc level . |
| One-Time Equity Bonus | Company Market Capitalization | n/a | 2,000,000 shares | Earned only if market cap hurdles met in 2025 . |
Options Detail (as of 12/31/24)
| Award | # Options | Exercise Price | Expiration | Vesting |
|---|---|---|---|---|
| NSOs (granted 2/13/24) | 76,725 | $12.37 | 2/13/2034 | 1/3 per year; 25,575 vested on 2/13/2025 . |
Equity Ownership & Alignment
| Item | Amount/Status |
|---|---|
| Beneficial ownership | 9,894,775 shares (10.3% of outstanding as of 4/22/2025) . |
| Included in above | 8,000 RSUs vested; 25,575 options vested (each person footnote format) . |
| Charitable holdings (disclaimed) | 625,000 shares held by charitable fund; Jackson disclaims beneficial ownership . |
| Outstanding awards at 12/31/24 | 24,000 RSUs unvested for CEO . |
| Lock-up/restriction changes | 4,569,922 shares subject to restriction agreement were accelerated/released Nov 21, 2024 (potential supply overhang consideration) . |
| Hedging/pledging | Hedging prohibited; pledging prohibited unless pre-cleared by General Counsel (company policy) . |
| Ownership guidelines | Not disclosed in the proxy; not found in cited materials. |
Employment Terms
| Term | Provision |
|---|---|
| Employment Agreements | 36-month term with automatic 12-month renewals unless terminated ≥90 days before expiry . |
| Severance (without cause / for good reason) | Greater of one year of base salary or salary for remaining term, subject to release . |
| Non-compete / Non-solicit | 1 year post-termination . |
| Change in Control | Equity awards generally vest immediately upon qualifying termination in connection with a change in control; agreements provide higher severance if termination occurs in connection with a change in control (multiples not specified) . |
| Clawback | Company clawback policy (and Dodd-Frank/exchange-compliant): recoup incentive comp if financial restatement due to misconduct and restated results would have reduced payout; awards subject to recoupment per plan agreements . |
Board Governance (dual-role implications)
- Roles and structure: Jackson serves as Chairman and CEO; the board currently has no Lead Independent Director. A majority of directors are independent, and all Audit, Compensation, and Nominating & Governance committee members are independent, which provides oversight counterweights. However, the combined Chair/CEO structure and absence of a Lead Independent Director may raise independence optics for some investors .
- Committees and attendance: In 2024 the board met 5x; Audit 4x; Compensation 2x; Nominating & Governance 1x. Each director attended at least 75% of meetings. Committee compositions and chairs are disclosed (e.g., Schulte chairs Audit and Compensation; Radka chairs Nominating) .
Director Compensation (for context)
| Director Pay Element | Amount |
|---|---|
| Annual equity retainer (non-employee directors) | $75,000 in unrestricted common stock . |
| Audit Chair additional grant | $15,000 in unrestricted common stock . |
| Executives serving as directors (e.g., Jackson) | No additional director pay in 2024 . |
Related Party Transactions (governance risk indicators)
- NIB acquisition: On April 24, 2025, ABL acquired National Insurance Brokerage, LLC for $3.0 million from sellers including Jay Jackson (25% beneficial interest) and KMG (owned by other executives). This creates potential related-party optics around valuation and terms .
- Nova Funds: The company provides services to and traded policies with Nova Funds in which Jackson and other executives hold indirect minority interests; 2024 service revenue $471,094; $98.4 million of policy purchases from Nova in 2024 (Nova sold its entire portfolio in 2024) .
- Share restriction changes: The company released ~4.57 million Jackson shares from transfer restrictions on Nov 21, 2024, potentially impacting float and insider selling dynamics .
- Review process: Related-party transactions are subject to Audit Committee review/approval under a written policy .
Multi-Year Compensation Summary (CEO)
| Year | Salary ($) | Cash Bonus ($) | Stock Awards ($) | Option Awards ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|---|
| 2023 | 280,000 | — | — | — | 30,179 | 310,179 |
| 2024 | 300,000 | — | 896,880 | 299,995 | 41,282 | 1,538,157 |
Notes: 2024 CEO annual bonus was paid entirely in equity via 81,856 RSUs granted March 27, 2025; vesting one-third annually over 3 years . 2025 base salary increased to $500,000 effective May 8, 2025 .
Equity Awards Detail (CEO)
| Grant Date | Instrument | Amount | Terms |
|---|---|---|---|
| Feb 13, 2024 | RSUs | 24,000 | 1/3 vesting annually over 3 years . |
| Feb 13, 2024 | NSOs | 76,725 | $12.37 strike; expire Feb 13, 2034; 1/3 annually; 25,575 vested Feb 13, 2025 . |
| Mar 27, 2025 | RSUs (2024 bonus) | 81,856 | 1/3 vesting annually over 3 years . |
| 2025 Program | Performance RSUs | 596,658 (Target); 1,193,317 (Stretch) | Earned based on 2025 Adjusted Net Income with interpolation; then time-vest 1/3 annually; potential market-cap acceleration . |
| 2025 Program | One-Time Equity Bonus | Up to 2,000,000 shares | Payable only if specific 2025 market cap targets are achieved . |
Employment & Contracts (key investor-relevant terms)
- Term/renewal: 36 months with auto 12-month renewals; at-will language noted .
- Severance: Without cause/for good reason—greater of one year base salary or remaining term salary, subject to release .
- CoC treatment: Enhanced severance in connection with a change in control (multiples not specified) and immediate vesting of unvested equity upon qualifying termination in connection with CoC .
- Post-termination covenants: 1-year non-compete and non-solicit .
- Clawback: Dodd-Frank/exchange-compliant policy; recoupment for restatements caused by misconduct where payouts would have been lower on restated results .
- Insider policy: Prohibits hedging and option transactions; pledging prohibited unless pre-cleared by General Counsel .
Investment Implications
- Pay-for-performance alignment improving in 2025: Shift from 2024 Adjusted EBITDA growth to 2025 Adjusted Net Income targets and market-cap triggers (including a large one-time equity bonus) increases outcome sensitivity to earnings and valuation; however, the magnitude of the 2,000,000-share one-time equity bonus introduces potential dilution risk if market cap hurdles are met .
- Insider selling pressure watch: The Nov 21, 2024 acceleration and release of restrictions on ~4.57 million Jackson shares, combined with significant ongoing equity awards, may create intermittent supply overhang; monitor Form 4s and any pledging approvals (policy generally restricts) .
- Dual-role governance optics: Combined Chair/CEO with no Lead Independent Director could be a governance discount for some investors despite independent committees and majority independent board; continued robust executive sessions and committee oversight are mitigating factors .
- Related-party exposure: The NIB acquisition from executives (including Jackson) and Nova Funds dealings raise conflict optics. The company has an Audit Committee review policy, but investors should monitor pricing, future related-party volumes, and cash flows from such transactions .
- Retention risk: Contractual protections (severance, equity acceleration upon qualifying CoC terminations) and substantial equity ownership (10.3%) suggest strong alignment and moderate retention risk; 2025 salary increase and performance RSUs further support retention .