Bradley Truesdell
AeroVironmentAbout Bradley Truesdell
Bradley “Brad” Truesdell, 49, is Executive Vice President and Chief Operations Officer at AeroVironment (AVAV), appointed May 1, 2025. He brings 25+ years across defense, robotics and special operations, including founding and serving as CEO of Tomahawk Robotics (acquired by AVAV in 2023), leadership roles at Harris Corporation, and prior service as a Naval Special Warfare Officer; he holds an MBA from Harvard Business School and a BA from the University of Colorado Boulder . AVAV’s management incentive plans tie pay to revenue, bookings and adjusted EBITDA, with FY2025 corporate bonus metrics achieved above target (bookings 135.2%, revenue 102.5%, adj. EBITDA 101.6%) and three‑year PRSUs (FY2023–2025) vesting at 201.1% of target based on cumulative revenue and adjusted EBITDA, signaling strong pay-for-performance alignment .
Past Roles
| Organization | Role/Title | Years | Strategic Impact |
|---|---|---|---|
| AeroVironment (AVAV) | EVP & Chief Operations Officer | May 2025 – Present | Principal operating officer at close of BlueHalo merger; responsible for operations during major integration phase . |
| AeroVironment (AVAV) | SVP, Global Sales/Business Development & Inside Sales Operations | Jun 2024 – May 2025 | Drove go-to-market scaling across UxS and loitering munitions segments . |
| AeroVironment (AVAV) | VP & GM, Small Unmanned Systems | Sep 2023 – Jun 2024 | Product line leadership post‑acquisition of Tomahawk Robotics . |
| Tomahawk Robotics | Founder & Chief Executive Officer | 2018 – 2023 | Built AI-enabled robotic control company; acquired by AVAV in 2023 to bolster autonomy stack . |
| Harris Corporation | Various leadership roles | 2009 – 2017 | Business development and product leadership in defense technology . |
| U.S. Navy | Naval Special Warfare Officer (Captain; NSW community) | 1998 – 2007 | Special operations leadership across multiple overseas tours . |
Fixed Compensation
| Component | Terms | Notes |
|---|---|---|
| Base Salary | $350,771.20 | As disclosed upon appointment to COO . |
| Target Annual Bonus | 60% of base salary | Eligible under Company Annual Cash Bonus Plan . |
Performance Compensation
Annual Cash Bonus (Company Plan – FY2025 Results)
| Metric | Target | Actual | Achievement vs Target | Payout Mechanics |
|---|---|---|---|---|
| Consolidated Bookings | Not disclosed | Above target | 135.2% | Corporate plan payout (before discretion) = 114.7% of target based on bookings, revenue, adj. EBITDA plus partial strategic objectives credit . |
| Consolidated Revenue | Not disclosed | Above target | 102.5% | See above . |
| Adjusted EBITDA | Not disclosed | Above target | 101.6% | See above . |
| Strategic Objectives (Company and segment) | Not disclosed | Partial credit | N/A | Segments: 50% corporate metrics/strategic objectives + 50% segment metrics; segment results: UxS 108.9%, LMS 115.3% of target before discretion . |
Long-Term Incentive (LTI) Structure
| Instrument | Vesting / Performance | FY2024 Grants Structure | Notes |
|---|---|---|---|
| Performance RSUs (PRSUs) | 3-year performance period; vest based on cumulative revenue and adjusted EBITDA | FY2025–FY2027 cycle granted June 2024; PRSUs set with revenue and adj. EBITDA goals; ~65% of LTI value allocated to PRSUs . | PRSU design emphasizes growth and profitability over multi-year horizon . |
| Restricted Stock Awards (RSAs) | Time-based; vests in 3 equal annual installments | RSAs granted June 2024; first tranche vests July 11, 2025 . | Creates cadence of annual vesting/retention . |
Three-Year PRSU Payout (FY2023–FY2025 Cycle – Actual Results)
| Metric | Minimum ($mm) | Target ($mm) | Actual ($mm) | Achievement | Weight | Payout Contribution |
|---|---|---|---|---|---|---|
| Cumulative Revenue | 1,438.1 | 1,691.9 | 2,077.9 | 22.8% above target | 60.0% | 168.5% . |
| Cumulative Adjusted EBITDA | 177.6 | 236.9 | 363.9 | 53.6% above target | 40.0% | 250.0% . |
| Total PRSU Payout | — | — | — | — | — | 201.1% of target . |
Equity Ownership & Alignment
- Stock ownership guidelines: CEO 4x salary; other executive officers 2x salary; achieve within five years of appointment; progress measured at fiscal year-end . For Mr. Truesdell (non-CEO executive), the required level is 2x salary; individual compliance status not disclosed .
- Post-vesting retention: Executives must hold 50% of net after-tax shares from vesting until ownership guidelines are met .
- Anti-hedging/anti-pledging: Executives may not hedge or pledge AVAV stock; all trades must be pre-cleared .
- Clawback: Dodd‑Frank/Nasdaq-compliant policy (Oct 2, 2023) requires recovery of erroneously awarded incentive compensation for the three prior completed fiscal years after a restatement, regardless of misconduct; additional forfeiture rights in 2021 Equity Incentive Plan for competitive/misconduct situations .
- Beneficial ownership: Individual beneficial ownership for Mr. Truesdell was not itemized in the August 2025 proxy; the table lists NEOs and directors (aggregate group of 17: 406,412 shares) but not Mr. Truesdell individually .
Employment Terms
| Term | Detail | Source |
|---|---|---|
| Appointment | Promoted to COO and principal operating officer effective May 1, 2025 | . |
| Severance Plan | Participant in Executive Transaction Severance Plan | . |
| Transaction Severance (no-CIC) | If involuntary termination without cause on or before Nov 18, 2025: 1.0x base salary; prorated target bonus; 12 months benefits; continued vesting for 12 months of time-based equity subject to transition consulting; 12 months outplacement; requires release of claims | . |
| Change‑in‑Control (double trigger) | Upon termination without cause or resignation for good reason within 18 months after a change in control: accelerated vesting of RSAs and certain PRSUs; no single-trigger CIC benefits under Severance Plan | . |
| Tax gross‑ups | No excise tax gross‑ups; no tax gross‑ups on compensation/perquisites | . |
| Employment agreements | None with executive officers (company policy) | . |
Performance & Track Record
- Corporate operating performance embedded in incentive design: FY2025 corporate plan achieved above target across bookings (135.2%), revenue (102.5%) and adjusted EBITDA (101.6%), producing a 114.7% payout before discretion for participating executives; segment plans also exceeded targets (UxS 108.9%, LMS 115.3%) .
- Multi‑year value creation signal: FY2023–FY2025 PRSU cycle paid at 201.1% of target on outsized revenue and adjusted EBITDA performance, reinforcing pay-for-performance alignment in long‑term incentives .
- Integration context: Mr. Truesdell’s elevation to COO coincided with closing the BlueHalo acquisition (May 1, 2025) and associated financing; AVAV issued 17,425,849 shares as consideration with staged lock-ups (40% release May 1, 2026; 30% Nov 1, 2026; remainder May 1, 2027), underscoring a period of heightened integration and operational execution demands .
Compensation Structure Analysis
- Mix tilts to at‑risk pay: Continued emphasis on performance-based compensation; majority of target pay delivered in variable incentives, including ~65% of LTI via PRSUs with 3‑year revenue and adjusted EBITDA targets .
- Annual plan rigor: Corporate plan tied to hard operating metrics (bookings, revenue, adj. EBITDA) and strategic objectives; FY2025 payouts reflect broad-based outperformance prior to limited discretionary components .
- Governance controls: No single-trigger CIC benefits, no option repricing without shareholder approval, no tax gross‑ups; robust clawback and anti‑hedge/pledge policies .
Risk Indicators & Red Flags
- Pledging/Hedging: Prohibited for executives, reducing misalignment risk .
- CIC benefits: Double-trigger structure mitigates windfall risk; no excise gross‑ups .
- Related-party transactions: None reportable since May 1, 2024 beyond ordinary employment arrangements; Audit Committee oversees RPTs under policy .
Expertise & Qualifications
- Education: MBA, Harvard Business School; BA, University of Colorado Boulder .
- Technical/industry: AI-enabled robotics and integrated comms (Tomahawk Robotics), defense technology leadership (Harris), operational leadership in UxS; military leadership (Naval Special Warfare) .
Equity Ownership & Policies Summary
| Policy/Metric | Requirement / Status |
|---|---|
| Executive stock ownership | CEO 4x salary; other execs 2x salary; 5-year compliance window from appointment; assessed each fiscal year . |
| Post‑vesting retention | Hold 50% of net after‑tax shares until guideline met . |
| Anti‑hedging/pledging | Hedging/short sales and pledging prohibited; trades pre‑cleared . |
| Clawback | Nasdaq/Dodd‑Frank compliant (3-year lookback after restatement) plus plan-level forfeiture provisions . |
Investment Implications
- Alignment: Strong linkage of cash and equity incentives to bookings, revenue and adjusted EBITDA (short-term) and multi‑year revenue/EBITDA (long-term), with above-target outcomes in FY2025 and a 201% PRSU payout for FY2023–2025 signaling recent execution momentum and pay‑for‑performance alignment .
- Retention/overhang: For Mr. Truesdell, near‑term severance protections under the Executive Transaction Severance Plan (1.0x salary, prorated target bonus, continued vesting for 12 months on time‑based equity) reduce abrupt departure risk during integration; anti‑pledge/retention rules temper forced selling pressure from vesting events .
- Execution focus: Appointment as COO at BlueHalo close elevates accountability for integration and operational scaling; incentive structure and governance guardrails (no single‑trigger CIC, clawback, no gross‑ups) support shareholder‑friendly posture during a transformative period .