Kenneth May
About Kenneth May
Kenneth A. May, age 61, is Vice President and Chief Technology Officer (CTO) of Allient Inc. (ALNT). He was appointed CTO in August 2022 after serving as Director of Research & Development and Global Electronics since January 2019; prior experience includes 20+ years at Moog Inc. and 11 years collectively at BorgWarner and Zexel in systems and electronics engineering leadership. He holds a Master’s in Electrical Engineering and a Graduate Certificate in Systems Engineering from RIT . Company performance context during his tenure: 2024 results declined year over year (Revenue $529.97M vs. $578.63M; EBITDA $56.05M vs. $67.15M; Adj. EPS $1.49 vs. $2.30), and ALNT’s TSR metric (value of $100) fell to $76.38 at 12/31/2024 vs. $94.61 at 12/31/2023, while the peer group TSR was $178.73 at 12/31/2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Allient Inc. | VP & Chief Technology Officer | Aug 2022–present | Leads technology strategy across actuation/electronics; elevated from R&D leadership |
| Allient Inc. | Director, R&D & Global Electronics | Jan 2019–Aug 2022 | Built global electronics and systems engineering capabilities |
| Moog Inc. | Various engineering and leadership roles | 20+ years | Systems engineering, product-line and functional management for actuation/electronics |
| BorgWarner and Zexel | Engineering/management roles | 11 years (combined) | Systems, project, and product-line leadership in actuation/electronics design |
External Roles
- No external directorships or public company board roles are disclosed in his executive biography .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base salary (actual 2023; minimum effective 3/1/2024) | $222,487 | $242,000 (not less than; effective 3/1/2024) |
Performance Compensation
Annual Cash Incentive (Short-term)
| Item | 2023 Plan Design | 2023 Outcome |
|---|---|---|
| Performance metric | Economic Value Added (EVA); thresholds around EVA targets set annually | Company disclosed EVA/EBITDA framework applies across NEOs |
| Target bonus (% of salary) | 20% (CTO) | — |
| Actual payout ($) | — | $92,207 (paid under 2023 plan) |
| Payout mechanics | Pro-rata from 0–100% between threshold and target; >100% if EVA surpasses target | — |
Equity Incentives (Long-term)
- Time-Based Restricted Stock (RSUs): 3-year ratable vesting (1/3 each April 1) .
- Performance Share Plan (PSP): Annual adjusted EBITDA target; threshold 95% and “high” 105% of target; earned shares vest over 3 years .
- Executive Stock Incentive Plan (XSIP): Multi-year revenue growth targets; earned shares vest over 2 years after the performance year .
| Grant / Earn | Grant Date | Shares | Grant-date Fair Value | Key Terms / Status |
|---|---|---|---|---|
| Time-based RSUs (2023) | 03/07/2023 | 970 | $41,128 | Vest 1/3 on 4/1/2024, 4/1/2025, 4/1/2026 |
| PSP (2023 target, fully earned) | 03/07/2023 | 970 (target; earned 100%) | $41,128 | EBITDA-based; vest 1/3 on 4/1/2024, 4/1/2025, 4/1/2026 |
| XSIP (2022 cycle grant measured in 2023) | 03/07/2023 | 1,391 | $58,978 | Revenue-growth based; vest over 2 years after the performance year |
| XSIP (earned for 2023) | — | 1,979 (earned) | — | Revenue-growth based; vest over 2 years after performance year |
Program note: Company disclosed that no XSIP shares were earned for 2024 due to revenue goals not being met, indicating reduced long-term equity accruals for that year .
Equity Ownership & Alignment
| Item (as of 3/12/2025) | Value |
|---|---|
| Common shares owned | 9,493 |
| Unvested restricted shares | 10,682 |
| Total beneficial ownership | 20,175 |
| ESOP credited shares (included above) | 1,049 |
| Shares outstanding (for context) | 16,948,472 |
| Ownership as % of shares outstanding (approx.) | ≈0.12% (20,175 ÷ 16,948,472) |
Hedging/pledging: Company prohibits hedging and pledging of company stock by directors and officers, reducing misalignment risk and margin-call selling risk .
Ownership guidelines: Officers must hold stock equal to multiples of salary (CEO 5x; CFO & Group Presidents 3x; all other Section 16 officers 1x); the company states these requirements have been met (applies firmwide to covered officers) .
Vesting pipeline (from 12/31/2023 outstanding schedule): 2,134 shares vesting in 2024; 1,832 in 2025; 787 in 2026 (time-based and previously-earned performance awards subject to service) .
Options: Company reported no stock options owned or exercised by NEOs in 2023 and 2024, indicating equity mix is predominantly restricted stock (time- and performance-based) rather than options .
Employment Terms
| Provision | Key Terms |
|---|---|
| Employment | CTO since Aug 2022; employment agreement with base salary not less than $242,000 effective 3/1/2024 |
| Annual incentive eligibility | Per company plan and Compensation Committee discretion, with EVA/EBITDA framework; 2023 CTO target 20% of salary; actual paid $92,207 |
| Severance (Good Reason/Involuntary w/o Cause) | Cash severance equal to 100% of base salary; 1 year benefits; immediate vesting of time-based and earned performance-based awards; pro-rata vesting of unearned performance awards |
| Change-in-Control (double-trigger) | Lump-sum: base salary + target annual incentive + an additional target annual incentive; 25% of salary for 24 months for benefits; immediate vesting of earned awards and pro-rata vesting of unearned performance awards |
| Clawback | Mandatory recovery of erroneously awarded incentive compensation in restatement scenarios under SEC/Nasdaq rules |
| Hedging/Pledging | Prohibited for directors/officers |
| Non-compete/forfeiture | Equity agreements include non-compete and forfeiture provisions enabling cancellation/recovery in specified cases |
Potential payments upon termination (12/31/2023 measurement):
| Scenario | Severance Pay | Annual Cash Incentive | Performance-Based Stock | Accelerated Time-Based Equity | Healthcare/Insurance | Total |
|---|---|---|---|---|---|---|
| Death | $58,750 | $44,497 | $89,089 | $101,566 | — | $293,901 |
| Disability | — | $44,497 | $89,089 | $101,566 | — | $235,152 |
| Good Reason / Involuntary (w/o Cause) | $235,000 | — | $89,089 | $101,566 | $45,000 | $470,655 |
| CIC + Termination (double-trigger) | $285,968 | $44,497 | $89,089 | $101,566 | $117,500 | $638,620 |
Perquisites (2023 example): group life insurance, 401(k) match, ESOP contribution; total “All Other Comp” of $22,724 for 2023 .
Performance & Track Record
- Background/credentials: Advanced EE and systems engineering training; track record in actuation and electronics across Moog and Tier-1 auto suppliers; elevated to CTO in 2022 to drive technology strategy .
- Company performance context: 2024 softness (revenue, EBITDA, adjusted EPS down) and TSR decline vs. 2023; aligns with company disclosure that no XSIP shares were earned for 2024 due to revenue under-target, limiting long-term equity payout for that year .
- Shareholder alignment indicators: Strong Say-on-Pay support (95.9% in 2024; 97.5% in 2023), suggesting investor acceptance of the pay design despite variability in outcomes .
Compensation Structure Analysis
- Mix skews to restricted stock (time- and performance-based) vs. options, reducing risk and increasing certainty of value; company reported no option ownership/exercises by NEOs in 2023–2024 .
- Annual incentive relies on EVA; PSP ties to adjusted EBITDA with explicit 95%/105% bands; XSIP ties to multi-year revenue growth—clear financial linkages to operating performance .
- 2024 XSIP earned = 0 at company level suggests design is sensitive to revenue underperformance (downside realized), a pay-for-performance positive .
- Ownership guidelines and hedging/pledging prohibitions further tighten alignment and reduce risk of misaligned behaviors .
Equity Ownership & Insider Selling Pressure Signals
- Unvested restricted shares of 10,682 as of 3/12/2025 imply ongoing vesting supply; prior schedule showed 1,832 (2025) and 787 (2026) from the 12/31/2023 table .
- No options reduces large “in-the-money” exercise pressure; selling flows likely tied to tax-withholding on RSU vests and discretionary sales rather than option exercises .
- Pledging is prohibited, mitigating forced-sale risk .
Governance, Peer Benchmarking & Say-on-Pay
- Compensation peer group drawn from similarly sized industrial/manufacturing names; the Committee targets ~50th percentile base/annual and above-market equity when performance achieved .
- Say‑on‑Pay approval: 95.9% in 2024 and 97.5% in 2023, indicating strong shareholder support for the program .
Investment Implications
- Alignment: Significant unvested equity, ownership guidelines, and ban on hedging/pledging point to solid alignment. Variable pay is tightly linked to EVA/EBITDA/revenue, with downside evident in 2024 (no XSIP earned) .
- Retention risk: Standard severance (1x salary; pro‑rata treatment of performance equity) and enhanced double‑trigger CIC benefits are competitive but not excessive; continued vesting pipeline strengthens retention .
- Trading signals: Watch scheduled RSU vests (ongoing through 2026 per prior schedules) and any Form 4 activity around vest dates; absence of options lowers the probability of large exercise-driven sales .
- Pay-for-performance: 2024 payout suppression on XSIP confirms program sensitivity; if fundamentals (revenue/EBITDA/TSR) inflect positively, PSP/XSIP leverage can re-accelerate realized pay, reinforcing performance-beta in coming cycles .