Henry Albers

About Henry Albers

Henry Albers, age 36, joined the AeroVironment board in 2025 as a Sponsor Director Nominee following AV’s acquisition of BlueHalo; he currently serves as a Principal at Arlington Capital Partners (ACP). He holds an M.B.A. from Harvard Business School and a B.B.A. in Finance, summa cum laude, from The College of William & Mary, with prior roles at The Carlyle Group (associate) and Morgan Stanley (industrials investment banking analyst) . He is designated an independent director and, as of the 2025 proxy, has no committee assignments or board leadership roles .

Past Roles

External Roles

Board Governance

• Sponsor designation rights: ACP V & VI (“Sponsor Members”) can designate two director nominees while owning ≥20% (one nominee if ≥15% and <20%); Albers and Wodlinger are Sponsor Director Nominees .

Fixed Compensation

• Retainers paid quarterly; prorated for partial service; Executive Committee service has no retainer; travel/hospitality for spouses at offsite board meetings (≤$10,000 per director FY2025) .
• Albers and Wodlinger did not serve during FY2025; thus no FY2025 compensation shown for them .

Performance Compensation

• No performance-based (PSU/TSR) metrics disclosed for non-employee directors; director equity is time-based restricted stock .

Other Directorships & Interlocks

Expertise & Qualifications

• Defense industry exposure through 11 years of PE/IB focused on government-regulated aerospace/defense; relevant to AV’s multi-domain systems strategy .
• Board experience across multiple private companies; corporate governance skill-set .
• Advanced finance education (HBS MBA; W&M B.B.A. Finance, summa cum laude) .

Equity Ownership

• Director stock ownership guidelines: non-employee directors must own ≥5x the annual board cash retainer within 5 years of appointment; 50% of net after-tax vested shares must be held until compliance .
• Anti-hedging/anti-pledging: directors may not hedge AV stock or pledge shares/margin accounts; trades must be pre-cleared .

Governance Assessment

• Independence and committee posture: Albers is listed as independent with no committee roles to date, limiting direct oversight responsibilities but reducing concentration of influence .
• Alignment and incentives: As of Aug 7, 2025 he held 0 AV shares; while within the five-year guideline window, the current lack of ownership is a soft alignment gap until guideline compliance progresses .
• Sponsor influence RED FLAG: ACP’s 24.10% stake and board designation rights—combined with Albers’ ACP role—create potential conflicts of interest and perception risks; robust recusal and Related Party Transaction controls are important mitigants .
• Change-in-control acceleration: Single-trigger acceleration of director equity on change-in-control can be shareholder-unfriendly if not balanced by strong independence and oversight; note policy applies to all NEDs .
• Attendance: No attendance data for Albers in FY2025 (not serving then); board overall met 11 times with ≥75% attendance by FY2025-serving directors—future disclosures should confirm his engagement level .

Overall: Albers brings relevant defense-sector investing and governance expertise, but ACP sponsor rights and his BlueHalo/ACP ties warrant monitoring for conflicts and strong adherence to recusal and independent committee review. Building personal share ownership toward guideline compliance would improve perceived alignment with public shareholders .