Iso Nezaj
About Iso Nezaj
Iso Nezaj is Chief Product Development Officer at AerSale (ASLE), a role he has held since August 2023 after leading Engineered Solutions (2017–Aug 2023) and previously serving as Chief Technical Officer (2019–2021) and senior technical leadership roles dating back to 2010 at the company . He was 67 as of the 2023 proxy and meets the company’s “Qualified Retirement” age/tenure criteria, which can affect vesting treatment for RSUs upon retirement with notice . AerSale’s 2024 performance improved vs. 2023 (revenue ~$345.1M; net income $5.9M vs. prior-year loss), and executive cash bonuses, including Nezaj’s, were tied to Adjusted EBITDA outcomes, reflecting a pay-for-performance framework .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| AerSale | Chief Product Development Officer | Aug 2023–present | Leads product development initiatives; executive oversight of engineered solutions roadmap . |
| AerSale | Division President, Engineered Solutions | 2017–Aug 2023 | Ran Engineered Solutions division; responsibility for productization of engineered offerings . |
| AerSale | Chief Technical Officer | 2019–2021 | Senior technical leadership across operations . |
| AerSale | SVP, Technical Services | 2014–2017 | Oversaw technical services organization . |
| AerSale | VP, Technical Services | 2010–2014 | Managed technical services functions . |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Air One Maintenance & Engineering LLC | President | 2009–2010 | Led a maintenance repair operation (MRO) service provider . |
| Commercial Jet Inc. | General Manager | 2000–2009 | General management at an MRO service provider . |
| Skytrak International Airlines, Inc. | Vice President & Chief Operating Officer | 1997–1999 | Executive operations at a U.S. FAR Part 121 commercial airline . |
| Aeron Equities, Inc. | Vice President of Engineering | 1995–1997 | Engineering leadership at an aviation leasing company . |
| Kiwi International Airlines, Inc. | Director of Quality Assurance & Engineering | 1993–1994 | QA/Engineering leadership at a U.S. FAR Part 121 airline . |
Fixed Compensation
| Year | Base salary ($) | Target bonus ($) | Target bonus (% of base) | Target equity ($) |
|---|---|---|---|---|
| 2024 | 350,000 | 175,000 | 50% | 333,333 |
Notes:
- Equity mix: 50% PSUs, 25% stock options, 25% RSUs; options/RSUs vest pro rata over 3 years starting on first anniversary of grant .
Performance Compensation
| Incentive type | Metric | Weighting | Target | Actual/Payout | Vesting/Terms |
|---|---|---|---|---|---|
| Annual Cash Incentive (2024) | Company Adjusted EBITDA | N/A (annual cash plan) | Target Adjusted EBITDA $34.1M | Actual Adjusted EBITDA $33.4M (98% of target); payout to Nezaj = 78% of Target Bonus = $136,763 | Annual cash; CEO/Board discretion for 0–80% payout if ≥80% of target; max 200% based on overachievement and individual performance . |
| PSUs (2024 grant) | 3-year cumulative Adjusted EBITDA (2024–2026) | 50% of equity mix | 34,214 target units | Performance period ongoing; PSUs had no value as of 12/31/24 for severance table purposes | Vest based on 3-year cumulative performance through 12/31/2026 . |
| Stock Options (2024 grant) | Stock price (option value) | 25% of equity mix | 32,205 options at $7.02 strike; expire 6/7/2034 | N/A | Vest in three equal annual installments starting 6/7/2025 . |
| RSUs (2024 grant) | Time-vested retention | 25% of equity mix | 17,107 RSUs | Market value $107,774 at 12/31/24 ($6.30 close) | Vest in three equal annual installments starting 6/7/2025 . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (as of 4/9/2025) | 182,020 shares; includes 10,735 options exercisable/within 60 days and 5,702 RSUs vesting within 60 days; <1% of shares outstanding . |
| Outstanding awards at 12/31/2024 | Options: 32,205 unexercisable at $7.02 expiring 6/7/2034; RSUs: 17,107 unvested; PSUs: 34,214 target unearned . |
| Valuation reference (12/31/2024) | RSUs $107,774; PSUs $215,548 at $6.30 close (illustrative valuation) . |
| Vesting cadence (2024 grants) | RSUs and options vest in 3 equal tranches on 6/7/2025, 6/7/2026, 6/7/2027 (first anniversary from 6/7/2024 grant) . |
| Hedging/pledging | Hedging prohibited under Insider Trading Compliance Policy; awards under 2020 Plan are non-assignable/non-pledgeable; clawback policy applies to awards (adopted 12/1/2023) . |
| Ownership guidelines | Not disclosed in cited materials. |
Implications for selling pressure
- The first RSU and option tranches from the 6/7/2024 grant vest on 6/7/2025, with subsequent tranches in 2026 and 2027; these dates can create periodic supply overhangs if shares are sold upon vest/exercise .
Employment Terms
| Term | Key provisions |
|---|---|
| Offer letter (effective 6/7/2024) | Title: Chief Product Development Officer; Base salary $350,000; Target bonus $175,000; Annual equity opportunity $333,333 (25% RSUs, 25% options, 50% PSUs); at-will employment; eligible for Severance Plan (Severance Multiple = 2) . |
| Non-compete | Two-year non-compete required as a condition of compensation and incorporated into Severance Plan . |
| Severance (no change in control) | If terminated without cause or for good reason: continued base salary for years equal to Severance Multiple (2 years for Nezaj), prorated actual bonus, continued medical/welfare benefits for years equal to Multiple, and full vesting of outstanding equity for SVP+ with ≥3 years of service (PSUs vest based on actual performance through the end of performance period) . |
| Severance (within 1 year after change in control) | Severance equal to Severance Multiple times (base salary + target bonus), plus prorated actual bonus, continued benefits for years equal to Multiple, and full equity vesting for SVP+ with ≥3 years of service (PSUs vest based on actual performance) . |
| Quantified potential benefits (assuming event 12/31/2024) | Salary continuation: $700,000; Target Cash Incentive Bonus: $350,000 (applicable in CoC case per plan); Pro-rated Actual Bonus: $136,763; RSUs: $107,774; Health & Welfare: $57,954; PSUs had no value as of that date for table purposes . |
| Qualified Retirement | Nezaj meets age/tenure for “Qualified Retirement” (65+ with ≥5 years and 12 months’ notice); RSUs vest on retirement; PSUs contingent on 3-year performance . |
| Clawback | Clawback policy compliant with Exchange Act §10D and Nasdaq Rule 5608; awards subject to company clawback policy and applicable law . |
| Option repricing | Prohibited without stockholder approval under the 2020 Plan . |
Say‑on‑Pay & Shareholder Feedback (context)
- 2025 advisory vote on NEO compensation approved: For 31,750,086; Against 4,456,132; Abstain 39,683 .
- 2025 stockholders approved the Second Amendment to the 2020 Equity Incentive Plan: For 28,172,674; Against 8,037,438; Abstain 35,789 .
Investment Implications
- Alignment: High proportion of at-risk pay. Annual bonus tied to Adjusted EBITDA (2024 target $34.1M; actual $33.4M) with Nezaj receiving 78% of target; equity tilted to long-term PSUs (50%) plus options (25%), reinforcing multi-year value creation and share price alignment .
- Retention vs. mobility: Severance Multiple of 2x with full equity vesting for SVP+ after ≥3 years in qualifying terminations provides downside protection and retention but can accelerate equity on exit; a two-year non-compete mitigates competitive risk if he departs .
- Selling pressure: Three-year vesting from the 6/7/2024 grant (RSUs and options) creates predictable vest events in June 2025/2026/2027 that can add episodic supply if shares are sold upon vest/exercise; first tranches fall within 60 days of the 4/9/2025 record date for beneficial ownership reporting .
- Ownership scale: Beneficial ownership of 182,020 shares (<1% of outstanding) provides some alignment but not material voting influence; hedging prohibitions and clawback reduce governance risk; awards themselves are non-assignable/non-pledgeable under the plan .
- Retirement/transition risk: Meeting “Qualified Retirement” criteria means RSUs can vest with proper notice; combined with equity acceleration mechanics, this could influence transition timing and equity delivery profiles if retirement is contemplated .
- Governance backdrop: Strong say‑on‑pay support in 2025 and explicit no‑repricing provision lower compensation-related governance overhangs; continued use of an independent consultant (Mercer) for benchmarking supports process rigor .