Jeffrey Kunins
AXON ENTERPRISEAbout Jeffrey Kunins
Jeffrey Kunins is Axon’s Chief Product Officer and Chief Technology Officer (joined September 2019), age 50, leading global product, software and hardware engineering, AI, design and security; he holds a B.S. in Information & Decision Systems from Carnegie Mellon and previously held senior product roles at Amazon (VP Alexa Entertainment; VP Kindle), Skype, Microsoft (Windows Live Messenger) and Tellme Networks . Under Axon’s 2024 operating plan, the company delivered 33% revenue growth to $2.1B, ARR of $1.0B, and Adjusted EBITDA of $521M, which drove above-target annual incentive payouts; Kunins also advanced key AI/product initiatives (e.g., AI translator, Era plan) and progressed FUSYS toward FedRAMP certification .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Amazon | VP, Alexa Entertainment | 2018–2019 | Led Alexa Entertainment product initiatives |
| Amazon | VP, Kindle | 2014–2018 | Led Kindle product organization |
| Skype | GM, Product & Design | Prior to 2014 | Senior product leadership |
| Microsoft | GM, Windows Live Messenger | Prior to 2014 | Messaging product leadership |
| Tellme Networks | VP, Product | Prior to Microsoft tenure | Voice services product leadership |
Fixed Compensation
- 2024 salary and target bonus were increased with 2023 promotions; Kunins’ 2024 base salary rose 7.7% (to $350,000) reflecting expanded responsibilities; the NEO cash incentive plan paid out at 131.7% of target for 2024 .
- 2025 target TDC for Kunins remained consistent with 2024 .
| Metric | 2024 | 2025 |
|---|---|---|
| Base Salary ($) | 350,000 (6.6% of total) | 350,000 (6.6% of total) |
| Target Cash Incentive ($) | 350,000 (6.6%) | 350,000 (6.6%) |
| Long‑term XSUs ($) | 1,518,000 (28.6%) | 1,518,000 (28.6%) |
| Long‑term RSUs ($) | 3,082,000 (58.2%) | 3,082,000 (58.2%) |
| Target Total Direct Comp ($) | 5,300,000 | 5,300,000 |
Performance Compensation
2024 Annual Cash Incentive – Metrics and Payout
| Metric | Threshold | Target | Maximum | Actual | Weight | Weighted Payout |
|---|---|---|---|---|---|---|
| Revenue ($mm) | 1,443.8 | 1,925.0 | 2,115.0 | 2,040.0 | 30.0% | 39.1% |
| Adjusted EBITDA Margin | 16.9% | 22.5% | 23.5% | 26.1% | 30.0% | 45.0% |
| New Market Bookings ($mm) | 750.0 | 1,000.0 | 1,250.0 | 1,002.0 | 20.0% | 20.1% |
| New Product Adoption | 41.4% | 55.2% | 62.2% | 60.5% | 20.0% | 27.6% |
| Total Plan Payout | — | — | — | — | 100% | 131.7% |
- Actual 2024 bonus paid to Kunins (Non-Equity Incentive Plan): $460,950 .
Long-Term Equity – Structure and Grants
- 2024 Employee XSP: High-risk, performance-based XSUs vest only upon achievement of three independent vesting conditions: stock price goals, operational goals, and minimum service . On shareholder approval at the May 10, 2024 annual meeting, Kunins received 144,323 XSUs under the 2024 Employee XSP .
- 2019 eXponential Stock Performance Plan (XSPP): Kunins received 432,000 XSUs on Sep 23, 2019; vest in 12 equal tranches when (i) market cap goals and (ii) one of the revenue or Adjusted EBITDA goals are achieved over the prior four quarters, subject to service; term ~9 years .
| Grant Date | Instrument | Units | Grant Date Fair Value ($) | Vesting |
|---|---|---|---|---|
| May 10, 2024 | XSUs (2024 Employee XSP) | 144,323 | Included in 2024 XSU plan value (target $1,518,000) | 3 conditions (stock price, op goals, service) |
| Dec 2022 (for 2023) | Service‑based RSUs | 8,893 | 1,650,096 | Vests annually over 3 years |
| Dec 2021 (for 2022) | Service‑based RSUs | 18,050 | 2,700,451 | Service-based; multi‑year vesting (company RSUs typically 3 years) |
| Sep 23, 2019 | XSUs (2019 XSPP) | 432,000 | Target value $1,000,000 pre multipliers | 12 tranches vs. market cap + revenue/EBITDA goals; ~9‑yr term |
Summary Compensation (Realized Accounting Values)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | 300,000 | 325,000 | 350,000 |
| Stock Awards ($) | 1,650,096 | 10,480,425 | 35,190,696 |
| Non‑Equity Incentive ($) | 451,320 | 521,304 | 460,950 |
| All Other Comp ($) | 28,452 | 33,313 | 30,193 |
| Total ($) | 2,429,868 | 11,360,042 | 36,031,839 |
Equity Ownership & Alignment
- Stock ownership guidelines require NEOs to own at least 50,000 shares; ownership counts include common stock plus vested and unvested options/RSUs/XSUs; hedging is prohibited; the company moved to adopt an exchange‑compliant clawback policy per Nasdaq rules .
| As-of Date | Beneficially Owned | Shares Acquirable Within 60 Days | Percent of Class |
|---|---|---|---|
| Mar 31, 2025 | 92,427 | — | <1% |
| Mar 1, 2024 | 179,763 | — | <1% |
| Mar 31, 2023 | 200,162 | — | <1% |
Note: Percent of class is denoted as “less than 1%” in company tables for Kunins .
Employment Terms
- Employment agreements (revised in 2019) provide severance for termination without cause; double-trigger change-in-control (CIC) benefits; and death/disability benefits, conditioned on a release and compliance with covenants (including a 12‑month non‑compete). Time‑based RSUs generally continue vesting during the notice/severance period (without cause); under CIC and death/disability, time-based RSUs vest; COBRA/healthcare benefits provided (lump-sum equivalent for certain NEOs) .
| Trigger | Salary Continuation | Bonus Treatment | Equity | Healthcare |
|---|---|---|---|---|
| Termination for Cause | Earned but unpaid only | — | — | — |
| Without Cause | 12 months (includes 11‑month notice + 1 month cash) | Target for year of termination | Time-based RSUs continue vesting during notice/severance | 12 months COBRA equivalent (lump sum) |
| Change in Control (Double-Trigger) | 36 months | Pro rata target bonus | Time-based RSUs vest | 12 months healthcare |
| Death/Disability | 18 months | Pro rata target bonus | Time-based RSUs vest | — |
Potential payments (as of Dec 31, 2024):
- Termination without cause: $68,640,879
- Change in control (double-trigger): $20,334,720
- Death or disability: $44,291,265
Performance & Track Record
- Product/AI execution: Public commentary highlights AI translator, productivity features, and Era plan; Kunins noted FUSYS progressed to FedRAMP readiness with auditors’ recommendation, pending final certification, supporting federal opportunities .
- 2024 operating performance used in incentives: revenue $2.04B (ex-acquisitions), 26.1% Adjusted EBITDA margin, with new market bookings and product adoption exceeding targets; NEO cash plan paid 131.7% .
Compensation Structure Analysis
- Strong pay-for-performance tilt: In 2024/2025, 86.8% of Kunins’ target TDC is equity (XSUs + RSUs), with salary and target cash each 6.6%—aligning rewards with multi‑year performance and retention .
- Shift to XSUs: 2024 Employee XSP replaces traditional PSUs with high‑risk XSUs tied to stock price and operational goals plus service—tightening alignment and potentially increasing vesting uncertainty vs. time‑based RSUs .
- Governance calibration: Extensive 2024 shareholder outreach (contacted ~60% of outstanding; engaged 40%) preceded approval of the Amended 2022 Plan, 2024 Employee XSP, and 2024 CEO Performance Award .
- Historical award modification: In 2020, the Compensation Committee modified a PSU metric (Type III under ASC 718), which increased expense recognition, a governance point to monitor (not specific to XSUs) .
Investment Implications
- Alignment: Kunins’ pay mix is heavily equity and performance‑conditioned (XSUs), directly tied to stock price and operational goals; cash pay is modest and annual bonuses follow quantitative KPIs—favorable for shareholder alignment .
- Retention vs. dilution: Large outstanding performance equity and substantial severance/CIC economics create strong retention incentives; however, multi‑year XSU structures can concentrate realizable pay in favorable markets and create potential dilution—tempered by plan guardrails and shareholder oversight .
- Near‑term signals: 2024 bonus paid above target (131.7% plan payout) reflects strong execution; Kunins’ reported beneficial ownership declined from March 2023→2025, which may reflect net share transactions or settlement mechanics but should be monitored alongside Form 4 activity for potential selling pressure indicators .
- Execution risk: XSU vesting requires sustained stock price and operational goal attainment; continued delivery on AI roadmap (e.g., translator, FUSYS/FedRAMP) and federal growth are key drivers of Kunins’ realizable compensation and investor outcomes .