Enrique Pizzi
About Enrique Pizzi
Enrique Pizzi, 53, is Chief Information Officer at AerSale (ASLE). He has served as CIO since January 2019 (and previously in 2016–2017), with a career spanning IT leadership, cybersecurity, product development, and operations at TradeStation and ILUMNO; he began in IT at IVAX in 1990 . AerSale’s recent performance context during his tenure: FY2024 revenue was ~$345.1M, net income $5.9M, with Adjusted EBITDA of $33.4M; the Pay vs Performance table indicates 2024 TSR value of $35.51 for a $100 baseline (peer TSR $143.36) . The company also noted a late Section 16 Form 3 for Pizzi on March 12, 2024 “with respect to his appointment as Chief Information Officer on February 29, 2024” (administrative timing vs. the biography’s tenure) .
Company performance (context)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Net Income ($USD Thousands) | $43,861 | ($5,563) | $5,851 |
| Adjusted EBITDA ($USD Thousands) | $87,436 | $12,278 | $33,386 |
| TSR – Value of $100 Investment | $91.43 | $71.56 | $35.51 |
| Revenue ($USD Millions) | — | — | $345.1 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ILUMNO | Chief Technology Officer | 2017–2019 | Led development/integration of technology solutions across a Latin American higher-education network . |
| TradeStation Group (Monex Group Japan subsidiary) | IT Manager, Director, VP, CIO; President, TradeStation Global Services (Costa Rica) | 1997–2016 | Drove trading technology, brokerage platform operations, and global services leadership . |
| IVAX Corporation | IT roles | 1990– | Supported multinational pharma IT operations . |
External Roles
No public company board roles or external directorships disclosed for Pizzi in the 2025 DEF 14A .
Fixed Compensation
No Pizzi-specific base salary, target bonus, or actual bonus paid is disclosed in the 2025 proxy (he is not a Named Executive Officer). Company program design for executives in 2024 included:
- Short-term incentive plan (STIP): cash bonus tied to Adjusted EBITDA and strategic objectives .
- Long-term incentives (LTI): a 50% PSUs / 25% stock options / 25% RSUs mix, with pro rata 3-year vesting for RSUs and options, and PSUs tied to 3-year cumulative Adjusted EBITDA .
Performance Compensation
Plan design elements (company-wide; individual metrics/weights for Pizzi not disclosed):
| Incentive | Metric | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| STIP (Cash) | Adjusted EBITDA; strategic objectives | Not disclosed | Not disclosed | Not disclosed | Annual cash plan . |
| PSUs | 3-year cumulative Adjusted EBITDA | 50% of LTI mix | Not disclosed | Payout based on 3-year performance | Vests after 3-year performance period . |
| Stock Options | Stock price appreciation | 25% of LTI mix | Strike at grant FMV | Value only if > strike | Pro rata over 3 years . |
| RSUs | Time-based retention | 25% of LTI mix | — | — | Pro rata over 3 years . |
Additional governance and recoupment:
- Awards are subject to a clawback policy compliant with SEC/Nasdaq rules; 2020 Plan awards are subject to clawback and “detrimental activity” forfeiture .
- No repricing of options/SARs without shareholder approval .
Equity Ownership & Alignment
- Section 16 status/compliance: Company states Mr. Pizzi filed a late Form 3 on March 12, 2024, “with respect to his appointment as Chief Information Officer on February 29, 2024” .
- Beneficial ownership: Not enumerated in the “Security Ownership of Certain Beneficial Owners and Management” table (only directors and NEOs are listed) .
- Hedging/pledging: Insider Trading Policy prohibits hedging transactions for directors, officers, and employees; 2020 Plan prohibits assignment/pledging of awards (awards are non-transferable except limited family/estate transfers at Committee discretion) .
- Stock ownership guidelines: Not disclosed for executives in the proxy .
Summary of ownership-related policies
| Item | Disclosure |
|---|---|
| Late Section 16 filing | Late Form 3 for Pizzi filed March 12, 2024 (re CIO appointment dated Feb 29, 2024) . |
| Ownership table inclusion | Pizzi not listed (table covers directors/NEOs as of April 9, 2025) . |
| Hedging policy | Hedging transactions prohibited for directors, officers, employees . |
| Award transfer/pledge | Awards generally non-assignable/non-pledgeable; limited permitted transfers . |
| Clawback | Mandatory clawback for Section 16 officers’ incentive comp upon restatement . |
Employment Terms
- Severance Plan: On June 7, 2024, AerSale revised and restated an executive Severance Plan for “certain key employees,” explicitly including NEOs (CEO, CFO, COO, GC, CPDO). The proxy does not specifically state Pizzi is a participant .
- Plan terms for covered executives (for reference):
- Termination without cause or for good reason: salary continuation for Severance Multiple years; pro-rated bonus based on actual results; continued medical/welfare benefits; if SVP+ and ≥3 years service, full vesting of outstanding equity (PSUs vest on actual performance at period end) .
- Change in control (CIC) termination within 12 months: cash severance equals Severance Multiple × (base salary + target bonus), plus pro-rated actual bonus, full vesting of outstanding equity for SVP+ with ≥3 years, and continued medical/welfare benefits for Severance Multiple years .
- Definitions of “cause,” “good reason,” CIC, and restrictive covenants (confidentiality, non-compete for Severance Multiple years, non-solicit for two years, non-disparagement) are detailed in the proxy .
- 280G/409A cutback mechanics apply to avoid excise taxes .
- Non-compete/non-solicit: As above, apply to covered Severance Plan participants (plan participation for Pizzi not disclosed) .
Investment Implications
- Alignment and incentives: While Pizzi-specific cash/equity amounts and grants are not disclosed, AerSale’s executive plan emphasizes performance-linked pay (Adjusted EBITDA for STIP and PSUs), multi-year vesting, and options that require price appreciation—structures that typically promote retention and focus on operating profitability; clawback and anti-hedging provisions strengthen alignment .
- Retention and selling pressure: Without disclosure of Pizzi’s grant sizes, vesting schedule, or holdings, there is limited visibility into potential insider selling pressure; awards under the plan are non-transferable and hedging is prohibited, which reduces misalignment risks .
- Governance/risk notes: The late Form 3 notice for Pizzi indicates a procedural compliance lapse rather than a recurring pattern; no related-party transactions or pledging by Pizzi are disclosed in the proxy .
- Performance backdrop: 2024 results show recovery in profitability and EBITDA versus 2023, though TSR has underperformed over 2022–2024; this environment increases the salience of IT/cyber/operations initiatives under the CIO to support efficiency and engineered solutions scaling .