John Halinski
ASTROTECHAbout John Halinski
Independent director since 2024; age 66. Former Deputy Administrator of the Transportation Security Administration (2012–2014) following strategic roles at TSA beginning in 2004; 25-year U.S. Marine Corps career in intelligence and Special Operations. CEO of SRI Group LLC (since July 2014) and former owner/president of Raloid Corporation (2017–2022). Education: B.A. (University of Florida); M.S. in Strategic Intelligence (National Intelligence University); graduate of TSA’s Senior Leadership Development Program and Federal Executive Institute .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. Marine Corps | Intelligence and Special Operations officer | 25 years | National security, intelligence leadership |
| Transportation Security Administration | Deputy Administrator | Jul 2012–Jul 2014 | Senior leadership; prior strategic roles since Jul 2004 |
| Raloid Corporation | President & Owner | Jan 2017–Jun 2022 | Manufacturing; sensitive DoD programs |
| SRI Group LLC | Chief Executive Officer | Since Jul 2014 | Global security, technology, risk consulting |
External Roles
| Organization | Position | Notes |
|---|---|---|
| International Civil Aviation Organization | Consultant | Also consults to Fortune 500 companies and several countries |
| Marymount University | Board of Advisors, Intelligence Studies Program | Academic oversight/advisory |
| Christopher Newport University | Board of Advisors, Center for American Studies | Academic advisory |
| George Washington University | Senior Fellow (prior) | Policy/academic engagement |
| Homeland Security Today | Board of Editors | Editorial board member |
Board Governance
- Independence: The Board determined Halinski is independent under Nasdaq Rule 5605(a)(2); he meets committee independence requirements (Nasdaq and SEC) .
- Committee assignments (FY2025): Compensation Committee member (Chair: Tom Wilkinson); Corporate Governance & Nominating Committee member (Chair: Tom Wilkinson); committees met 3 times and 1 time, respectively, in FY2025 .
- Director since 2024; not Lead Independent Director (that role held by Tom Wilkinson) .
- Attendance and engagement: Board held 1 meeting and acted 14 times by unanimous written consent in FY2025; all directors, except one, attended 100% of the aggregate Board and committee meetings held during their service period; directors are expected to attend annual meetings (all attended 2024 Annual Meeting) .
Fixed Compensation
| Fiscal Year | Fees Earned or Paid in Cash | Stock Awards | Total |
|---|---|---|---|
| FY2025 | $40,000 | $3,000 | $43,000 |
- Program design: Effective Dec 22, 2022, non-chair directors earn an annual cash stipend of $80,000; Audit Committee Chair earns $88,500. Equity is no longer an automatic annual grant; awards (options or restricted stock) may be granted at Compensation Committee discretion and typically vest over 3–5 years .
- FY2025 equity grant: 3,000 shares of restricted stock granted May 14, 2025; grant-date fair value $5.90/share; vesting in three equal annual installments beginning May 14, 2026 .
FY2025 RS Grant – Vesting Schedule
| Grant Date | Total Shares | Vesting Start | Vesting Structure |
|---|---|---|---|
| May 14, 2025 | 3,000 | May 14, 2026 | Time-based; three equal annual tranches |
Performance Compensation
| Component | Performance Metric | Disclosure |
|---|---|---|
| Director equity/awards | None disclosed (time-based vesting; no performance metrics stated) | Equity awards granted at discretion; directors no longer receive automatic annual equity; stock options not outstanding for non-employee directors as of Jun 30, 2025 |
Other Directorships & Interlocks
| Category | Current |
|---|---|
| Public company boards | None listed in proxy biography |
| Private/non-profit/academic | Advisory boards at Marymount University and Christopher Newport University; Board of Editors at Homeland Security Today; consultant to ICAO |
Expertise & Qualifications
- National security and operational leadership: TSA Deputy Administrator (2012–2014); USMC intelligence background .
- Executive/entrepreneurial experience: CEO of SRI Group LLC; former owner/president of Raloid Corporation .
- Education: B.A. (University of Florida), M.S. Strategic Intelligence (National Intelligence University); TSA Senior Leadership Development Program; Federal Executive Institute .
Equity Ownership
| As of Oct 16, 2025 | Direct Common Shares | Unvested Restricted Stock | Options Exercisable Within 60 Days | Total Beneficial | % of Class | Shares Outstanding |
|---|---|---|---|---|---|---|
| John Halinski | 0 | 3,000 | 0 | 3,000 | 0.2% | 1,769,269 |
- Unexercised options: None; non-employee directors had no unvested options, and Halinski had no vested options .
Governance Assessment
- Independence and committee service: Halinski is independent and serves on key governance and compensation committees, supporting board oversight of pay and director nominations; committee independence standards affirmed by the Board .
- Attendance: Board and committee workload was modest (1 formal Board meeting; 14 unanimous consents), with near-perfect attendance across directors, indicating engagement expectations are met broadly (no director-specific exception named) .
- Compensation structure: Mix skews to cash with modest, discretionary equity; FY2025 compensation of $43,000 including a time-based RS grant aligns director incentives with shareholder returns without performance targets; no stock options outstanding (reduces repricing risk) .
- Ownership alignment: Beneficial ownership of ~0.2% (3,000 unvested RS) suggests limited skin-in-the-game currently, but scheduled vesting will build a stake over time .
- Conflicts/related-party exposure: No related-party transactions disclosed for Halinski; one contractor relationship tied to the CEO’s family member was disclosed, with Board review of related-party transactions at least annually .
- Policies: Indemnification agreements for directors are in place; compensation recovery (clawback) policy adopted Nov 2023 applies to executive officers (not directors), signaling governance rigor on pay practices .
RED FLAGS
- Low current ownership vs. outstanding shares (0.2%) may dilute alignment, though equity vesting could improve over time .
- Board-related-party transaction (CEO’s son-in-law contractor) merits ongoing oversight, though not linked to Halinski .