Travis Swenson
About Travis Swenson
Independent director at Air T, Inc. since December 2017; age 47 (as of 2025). Senior finance executive with two decades of experience across public accounting, financial services, real estate and aviation; most recently served as Deputy Chief Financial Officer of Two Harbors Investment Corp. (mortgage REIT). Previously CFO of Colliers Mortgage Holdings LLC and senior roles at WeWork Inc. and CBRE, Inc.; began career at Deloitte (audit, tax, Capital Markets Advisory). Licensed CPA in Minnesota and California; commercial pilot and certified flight instructor. Not related to Nick Swenson (CEO/Chair). Designated by the Board as an “audit committee financial expert.”
Past Roles
| Organization | Role | Tenure (as disclosed) | Committees/Impact |
|---|---|---|---|
| Two Harbors Investment Corp. | Deputy Chief Financial Officer | “Most recently” (prior to July 2025 proxy) | SEC reporting and capital markets expertise cited by AIRT Board |
| Colliers Mortgage Holdings LLC | Chief Financial Officer | Prior to Two Harbors (2024–2023 proxies) | Finance leadership; M&A and strategic planning expertise |
| WeWork Inc. | Global Head of Client Accounting Services | Prior role | Large-scale finance operations leadership |
| CBRE, Inc. | Senior Managing Director; Americas Leader of Real Estate Accounting Services (joined Feb 2013) | Prior role | Accounting leadership in real estate services |
| Deloitte & Touche LLP | Capital Markets Advisory Senior Manager; prior audit and tax | Early career | Strategy, operations, M&A advisory; audit and tax foundation |
External Roles
| Type | Company/Institution | Role | Notes |
|---|---|---|---|
| Employment (public company) | Two Harbors Investment Corp. | Deputy CFO | Mortgage REIT; not a directorship |
| Employment (private) | Colliers Mortgage Holdings LLC | CFO | Real estate finance |
| Employment | WeWork Inc. | Global Head of Client Accounting Services | |
| Employment | CBRE, Inc. | Sr. Managing Director; Americas Leader of RE Accounting Services | |
| Professional services | Deloitte & Touche LLP | Capital Markets Advisory; prior audit/tax |
No other public company directorships are disclosed. No interlocks with AIRT competitors, suppliers, or customers are disclosed.
Board Governance
- Independence: The Board determined Travis Swenson is independent under NASDAQ rules. Only Nick Swenson (CEO) and Gary Kohler are not independent. All Audit, Compensation, and Nominating Committee members are independent.
- Committee assignments and chair roles (FY2025): Chair, Audit Committee; Member, Compensation Committee. Designated “audit committee financial expert.”
- Attendance: In FY2025, the Board met 4 times; each director attended at least 75% of Board/committee meetings. Same 75%+ attendance disclosed for FY2024 and FY2023.
- Lead Independent Director: Raymond Cabillot (since 2019) leads executive sessions and stockholder liaison.
- Hedging policy shift: In March 2025 the Insider Trading Policy was amended to prohibit hedging/monetization by directors, officers, and employees—an alignment improvement from FY2024 when hedging was not prohibited (though the company was not aware of any hedging then).
Board and committee activity trend:
| Body | FY2023 Meetings | FY2024 Meetings | FY2025 Meetings |
|---|---|---|---|
| Board of Directors | 4 | 5 | 4 |
| Audit Committee | 4 | 6 | 5 |
| Compensation Committee | 4 | 2 | 3 |
| Nominating Committee | 1 | 2 | 3 |
Fixed Compensation (Director)
Policy (FY2025): $1,500 monthly retainer; $750 per Board/committee meeting (except Audit Committee uses monthly fee instead of meeting fees); Audit members $1,750/month; Audit Chair $2,600/month; Lead Independent Director stipend $500/month. All director compensation in FY2025 was paid in cash.
Director cash compensation (total, by fiscal year):
| Metric | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
| Travis Swenson – Total director pay ($) | 55,950 | 54,450 | 54,450 |
Compensation structure implications:
- Mix: All cash in FY2025; no equity granted to directors in that fiscal year (though unvested options as a group were outstanding—see Performance Compensation).
- Stability: Travis’s cash pay was flat FY2024→FY2025 and modestly below FY2023, reflecting similar workload and fee schedule.
Performance Compensation (Director)
- Director equity in FY2025: Director compensation table indicates cash-only for the year; however, as of June 30, 2025, non-employee directors as a group had 8,750 stock options outstanding under the 2020 Omnibus Plan; none were vested as of that date. Vesting requires share price achieving tranche exercise prices during defined 60-day windows ahead of annual June 30 test dates; failing tranches expire. Individual director breakdown was not disclosed.
- Plan mechanics (for all participants): 6 price tranches per year; vesting conditions tied to stock price; options that fail price tests expire.
Summary of director equity position (group-level):
| Item | Status |
|---|---|
| Options outstanding (all non-employee directors, as of 6/30/2025) | 8,750 options; none vested |
| Vesting metric | Stock-price tranches at annual test dates; 60-day lookback |
| Acceleration/Change in control | Committee discretion to accelerate under 2020 Plan; broad CIC definition |
No performance metrics (e.g., TSR, EBITDA) are tied to director cash fees.
Other Directorships & Interlocks
| Company | Role | Committee roles | Notes |
|---|---|---|---|
| None disclosed | — | — | No other public company board seats or interlocks disclosed. |
Expertise & Qualifications
- Financial reporting, SEC reporting, capital markets, M&A; CPA (MN, CA); designated “audit committee financial expert.”
- Industry breadth across public accounting, real estate services, shared workspace, and mortgage REITs.
- Aviation credentials (commercial pilot, certified flight instructor) add operational literacy in aviation-adjacent domains.
Equity Ownership
Beneficial ownership (common shares):
| Holder | FY2023 (as of 6/30/2023) | FY2024 (as of 5/31/2024) | FY2025 (as of 6/30/2025) |
|---|---|---|---|
| Travis Swenson – Shares | 982 | 982 | 982 |
| % of outstanding | <1% | <1% | <1% |
| Options exercisable within 60 days | Not disclosed for Travis (group 3,750 shares applied to Foudray in 2024) | Not disclosed for Travis | 0 shares for all named directors/executives within 60 days (footnote states 0) |
Pledging/hedging:
- Hedging prohibited from March 2025 per amended Insider Trading Policy; prior-year policy did not prohibit but company reported no known hedging.
Insider Trading Activity
- Section 16 compliance: Company reported all directors/executive officers complied with Section 16(a) reporting requirements in FY2025 and FY2024.
- Note: No Form 4 transaction details for Travis Swenson were disclosed in the proxies; our attempt to fetch Form 4 data programmatically was unsuccessful. Refer to EDGAR for any updates.
Say-on-Pay & Shareholder Feedback
Annual meeting results (August 14, 2025):
- Proposal 2 (Say-on-Pay): For 2,034,434; Against 2,986; Abstain 150; Broker non-votes 436,436. Strong support signal.
- Proposal 4 (Say-on-Pay frequency): “Every Year” received 2,031,474 votes (vs. 2,218 for two years; 1,477 for three years; 2,401 abstain); Board recommended annual votes.
- Auditor ratification (Deloitte): For 2,472,476; Against 1,530.
- Director elections: Each nominee (including Travis Swenson) received ~2,036,k “For” with negligible “Withheld” and 436,436 broker non-votes.
Governance Assessment
Strengths
- Independence and expertise: Independent director; Audit Chair; designated audit committee financial expert; deep finance/SEC/M&A background—supports robust financial oversight.
- Engagement: At least 75% attendance; chairs an active Audit Committee (5 meetings in FY2025; 6 in FY2024).
- Policy improvement: 2025 adoption of anti-hedging policy for directors/officers/employees enhances alignment.
- Shareholder confidence: Strong say-on-pay support in 2025.
Watch items / potential concerns
- Low personal ownership: 982 shares (<1%); while not unusual for small-cap boards, low “skin in the game” may be viewed as weaker alignment relative to equity-heavy structures.
- Equity design (group-level): Unvested, price-tranche options exist for non-employee directors as a group with strict vesting tests; individual grants for Travis not disclosed—limits transparency on his at-risk equity exposure.
- Ownership concentration context: AO Partners entities beneficially owned ~50% in 2025—board independence processes (Lead Independent Director; committee independence) help mitigate control risks but concentrated ownership warrants continued focus.
No disclosed red flags for Travis Swenson:
- No related-party transactions involving him; explicitly not related to CEO Nick Swenson.
- No reported Section 16 filing issues in FY2025/FY2024.
Clear implications
- As Audit Chair and financial expert with multi-sector CFO/CMA background, Travis is central to financial reporting, auditor oversight, and risk governance—supportive for investor confidence.
- Improving insider policy (anti-hedging) is a positive governance signal; ongoing transparency on director-specific equity (if any) would further strengthen alignment narratives.