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Scott Bartley

Interim Chief Financial Officer at ASTROTECHASTROTECH
Executive

About Scott Bartley

Scott Bartley, age 56, was appointed Interim Chief Financial Officer, Treasurer, and Secretary of Astrotech Corporation on October 27, 2025; the press release notes his appointment was effective October 20, 2025 . He is a CPA and Certified Valuation Analyst, with a BBA and Master of Professional Accounting from the University of Texas at Austin . Prior roles include CFO of Westlake Securities (2008–2011), Assurance Senior Manager at Deloitte & Touche, and consulting CFO/controller roles via Bridgepoint Consulting (since 2018), Tolarus Partners (2013–2015), and Helix Advisors (2011–2013, 2015–2018) . Company performance context: Astrotech’s cumulative TSR proxy metric shows the value of a hypothetical $100 investment fell from 35.49 (FY2023) to 14.51 (FY2025), and net losses widened to $(13.85) million in FY2025, framing pay-for-performance alignment considerations during Bartley’s interim tenure . Revenues and EBITDA trends are shown below for context; Bartley reported zero beneficial ownership on his initial Form 3, which reduces near-term insider selling pressure .

Past Roles

OrganizationRoleYearsStrategic Impact
Bridgepoint ConsultingFinancial consultant; Interim CFO services2018–presentProvided accounting, reporting, fundraising, audit support; engaged by ASTC via Consulting Agreement
Westlake Securities (broker-dealer)Chief Financial Officer2008–2011Led finance and controls for regulated broker-dealer
Deloitte & Touche, LLPAssurance Senior ManagerPrior to 2008Led audit engagements, financial reporting expertise
Tolarus PartnersOwner & Managing Director2013–2015Contract CFO and valuation services to tech, manufacturing, pharma clients
Helix AdvisorsOwner/Managing Director2011–2013; 2015–2018Contract CFO and valuation services; multiple sector exposure

External Roles

OrganizationRoleYearsNotes
Not disclosed in filingsNo public company directorships or committee roles disclosed for Bartley

Fixed Compensation

ComponentTermsEffective DateNotes
Cash compensation~$7,800 per week at $260/hour, ~30 hours/weekConsulting Agreement effective Oct 5, 2025Bi-weekly payments; travel expenses split between Bridgepoint and Company
IndemnificationStandard form indemnification agreementReferenced Dec 19, 2024 formCompany indemnifies officers to fullest extent under Delaware law
TerminationTwo weeks’ written notice by either partyConsulting AgreementConfidentiality covenants required

Performance Compensation

Plan/MetricWeighting/ThresholdTarget/TriggerPayout & Vesting
Transaction Bonus Plan (company-wide discretionary plan; participants may include certain employees, contractors, outside directors)Tiered pool based on net proceedsNo pool unless net proceeds ≥ $30MCash lump sum within 30 days post-close; pool equals 10% of first $50M, 5% of $50–$100M, 2% above $100M
Eligibility & triggersAdministrator selects participants; Good Reason/Cause definitions apply“Qualifying termination” retains eligibility if deal closes within 6 monthsRelease required; Section 280G “best net benefit” reduction rules apply

Note: Bartley serves under a Consulting Agreement and is not disclosed as a participant in the Transaction Bonus Plan; eligibility requires an Administrator-designated Award Letter .

Equity Ownership & Alignment

CategoryDetail
Beneficial ownership (non-derivative)Common stock: 0 shares; Form 3 “No securities are beneficially owned”
Derivative securitiesNone reported on Form 3
Ownership % of outstanding0.0% (common shares outstanding 1,769,269 as of Oct 16, 2025)
Vested vs unvested equityNone disclosed for Bartley; he is not listed in the beneficial ownership or outstanding awards tables
Pledging/HedgingCompany Insider Trading Policy prohibits hedging/short sales; pledges and margin account deposits require pre-approval
Stock ownership guidelinesNot disclosed for executives; no guideline multiples specified

Employment Terms

TermProvision
Agreement typeConsulting Services Agreement between Astrotech and Bridgepoint Consulting (Bartley providing services)
Compensation~$7,800 per week; $260/hour; ~30 hours/week
TerminationTwo weeks’ written notice by either party
ConfidentialityRequired under Consulting Agreement
IndemnificationStandard indemnification agreement in place for officers
Non-compete/Non-solicitNot disclosed for Bartley
Severance & CoCNot disclosed for Bartley; broader clawback policy applies to executive officers

Company Performance Context

MetricFY 2023FY 2024FY 2025
Revenues (USD)$750,000 $1,664,000 $1,049,000
EBITDA (USD)$(10,694,000)*$(12,549,000)*$(13,772,000)*

Values retrieved from S&P Global.*

MetricQ2 2025Q3 2025Q4 2025Q1 2026
Revenues (USD)$261,000 $534,000 $220,000*$297,000
EBITDA (USD)$(4,082,000)*$(3,620,000)*$(2,674,000)*$(3,300,000)*

Values retrieved from S&P Global.*

Pay vs Performance (Proxy)FY 2023FY 2024FY 2025
Value of initial fixed $100 investment based on TSR35.49 22.31 14.51
Net (Loss) Income (USD)$(9,642,000) $(11,666,000) $(13,850,000)

Insider Filings & Selling Pressure

DateFilingHoldings DisclosedNotes
Nov 13, 2025Form 3Common stock: 0; no derivatives; Interim CFO, Treasurer, SecretaryIndicates no current holdings; low immediate selling pressure

Additional Company Compensation & Governance References

  • Clawback policy: Adopted November 2023; requires recovery of erroneously awarded incentive compensation from current/former executive officers for 3 fiscal years preceding a required restatement, regardless of fault .
  • Insider Trading Policy: Prohibits hedging/shorting; preclearance required; pledging/margin deposit requires approval .
  • Equity award practices: Options generally vest in equal annual installments over three years; restricted stock vests over three years; timing of awards may coincide with corporate events but subject to Committee judgment .

Investment Implications

  • Alignment and selling pressure: Bartley reported zero beneficial ownership on Form 3, implying minimal near-term insider selling pressure but also limited “skin-in-the-game” alignment until equity participation is granted or shares are acquired . The Insider Trading Policy’s pre-approval for pledging and prohibition on hedging mitigate alignment risks if/when holdings are established .
  • Compensation structure: As a consultant, Bartley’s compensation is predominantly fixed cash with no disclosed annual bonus or equity grants, reducing pay-for-performance linkage versus an employed CFO structure. Potential upside exists if he is designated under the Transaction Bonus Plan, but eligibility is discretionary and not disclosed .
  • Retention and transition risk: Two-week termination notice and consulting status indicate flexibility and potential turnover risk in the finance function. Indemnification agreements and clawback policy provide governance safeguards, but the absence of severance/CoC terms for Bartley suggests limited retention economics .
  • Execution backdrop: Declining TSR proxy metric and widening net losses frame a challenging operating context. Revenues have been volatile with low absolute scale, and EBITDA materially negative, underscoring the importance of interim CFO execution on cost discipline, capital markets, and any strategic transaction that could activate the Transaction Bonus Plan . Revenues and EBITDA values are from S&P Global.*

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