Chester Bragado
About Chester Bragado
Chester A. Bragado is Chief Accounting Officer (principal accounting officer) of Bollinger Innovations (formerly Mullen Automotive), serving in this role since March 2023; he is a California CPA with 20+ years across external audit (PwC) and corporate accounting/SEC reporting, and is an executive MBA candidate at UCLA Anderson. He holds a BA in Business Administration from the University of California, Riverside, and was 47 years old as of early 2025; he signed multiple 2025 registration statements and equity plan filings as principal accounting officer (S-1/S-1/A, S-8), underscoring core responsibility for financial reporting and controls .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Bollinger Innovations (Mullen Automotive) | EVP, Operations | Jul 2022–Mar 2023 | Supported operational leadership prior to assuming CAO role . |
| Sambazon (international organic food manufacturer) | VP, Finance & Controller | 2021–2022 | Led finance/controller function for a global CPG platform . |
| Loop Media (digital video) | Financial Reporting Director | 2020–2021 | Led SEC/reporting functions . |
| Custom Foods LLC/Marie Callender | Controller | 2017–2020 | Oversaw accounting and controls . |
| PricewaterhouseCoopers | External Auditor | n/a | Audited Fortune 500 companies; foundation in audit/controls . |
External Roles
No external public company directorships disclosed in company proxy filings reviewed; Bragado is not listed as a director of Bollinger Innovations .
Fixed Compensation
| Year/Term | Base salary ($) | Target bonus (%) | Actual bonus ($) | Notes |
|---|---|---|---|---|
| FY2024 | 392,192 | n/a | – | Paid salary during FY2024; no bonus paid . |
| Employment terms (as of 11/27/2023) | 400,000 | n/a | n/a | Employment agreement provides $400,000 annual base salary effective 11/27/2023 . |
The company has no formal, metric-based executive bonus plan; bonuses, if any, are discretionary case-by-case awards determined by the Board .
Performance Compensation
| Incentive type | Metric(s) | Weighting | Target | Actual | Payout | Vesting/Terms |
|---|---|---|---|---|---|---|
| Annual bonus | Discretionary (no preset financial metrics) | n/a | n/a | n/a | $0 for FY2024 | No formal plan; board discretion . |
| Equity – common stock (per employment terms) | Service/contract-based share issuance (not PSU/TSR-based) | n/a | n/a | Earned shares | Grant-date FV $1,533,000 in FY2024 | Company discloses common stock earned per labor contract; market price on date prior to contract or issuance date . |
Additional equity detail:
- Shares earned: 2,738 shares in FY2024 and 1 share in FY2023 (post reverse-split adjustments as disclosed) .
- Options: None for Bragado outstanding at FY2024 year-end; CFO held options; CEO had none .
Clawback policy:
- Board adopted a clawback policy in Nov 2023 covering current/former executive officers; Company must recover excess incentive comp (cash and equity) upon a material financial restatement for the prior three completed fiscal years .
Equity Ownership & Alignment
| As of Record Date (Aug 22, 2025) | Shares beneficially owned | Ownership % | Options exercisable within 60 days | Pledged/Hedged | Ownership guideline |
|---|---|---|---|---|---|
| Chester Bragado | 0 | <1% | 0 | Not disclosed | Company has no formal executive equity ownership guidelines . |
Notes:
- Beneficial ownership table shows Bragado with no reported beneficial holdings; executives as a group held 33 shares, with the CFO holding options to purchase 1 share; 9.99% ownership caps apply to certain holders via preferred/convertibles, but not relevant to Bragado’s line item .
- “Outstanding Equity Awards” table shows no options for Bragado at FY2024 year-end .
Implications for insider selling pressure:
- With zero reported beneficial ownership and no options outstanding, near-term selling pressure tied to Bragado’s personal holdings appears minimal; equity overhang stems primarily from the company’s broader capital structure (notes, preferred, warrants) rather than Bragado-specific grants .
Employment Terms
| Term | Detail |
|---|---|
| Agreement date | March 2023 (employment agreement) . |
| Role | Chief Accounting Officer . |
| Base salary | $400,000 starting 11/27/2023 . |
| Equity | 1 share of common stock per year (post-split adjusted) as part of compensation . |
| Severance | If terminated other than for cause/performance, severance equals six months of base salary, paid in regular payroll . |
| Bonus | No formal plan; Board may award discretionary bonuses . |
| Non-compete / CoC | No specific CAO non-compete or change-in-control terms disclosed in the cited proxy text (CEO has separate CoC provisions) . |
| Clawback | Company-wide clawback policy (Nov 2023) applies to executive incentive comp . |
Performance & Track Record
- Regulatory signatory: Bragado signed multiple 2025 Securities Act filings (S-1/S-1/A and S-8) as principal accounting officer, evidencing central responsibility for financial reporting and certifications .
- Operating background: Prior EVP Operations (2022–2023) and earlier controller/reporting roles likely enhance cross-functional execution in accounting and controls .
- Corporate context: Company executed multiple reverse splits and faced Nasdaq compliance issues (Bid Price and MVLS) through 2024–2025, creating elevated governance, liquidity, and dilution risk; these are company-level factors that can affect the realized value of equity compensation and retention dynamics .
Compensation Structure Analysis
- Mix shift and risk: FY2024 pay for Bragado was cash salary-heavy with large common stock grant-date value ($1.533M) but no options outstanding at year-end; equity awards are service/contract-based rather than performance-metric-tied, reducing direct pay-for-performance sensitivity for the CAO relative to PSU/TSR designs .
- Discretionary cash bonuses: Absence of a formal, metric-linked bonus plan limits transparency and alignment to explicit financial/operational targets; no bonus was paid to Bragado in FY2024 .
- Governance guardrails: A clawback policy exists, but the company reports no executive ownership guidelines, reducing long-term alignment requirements .
Related Party Transactions and Red Flags
- Clawback applicability reviewed historically for CEO awards; committee concluded no recovery due to awards not being based on financial reporting measures; no CAO-specific related party matters disclosed in the cited excerpts .
- Capital structure/market listing risks remain salient, including multiple reverse splits and MVLS deficiency notifications in 2025 (company-level risk backdrop) .
Say-on-Pay and Peer Group
- Not disclosed in the cited excerpts; no CAO-specific say-on-pay outcomes or compensation peer group details identified in reviewed documents.
Expertise & Qualifications
- Education: BA, Business Administration (UC Riverside); California CPA; executive MBA candidate (UCLA Anderson) .
- Technical: Extensive SEC reporting, internal audit, and controller experience in public/private companies; prior Big Four audit foundation .
Work History & Career Trajectory
- Progression from external audit (PwC) to progressively senior corporate accounting/reporting roles, to controller and financial reporting leadership, then to EVP Operations, and finally CAO at Bollinger Innovations .
Compensation Committee / Equity Plan Practices
- 2022 Equity Incentive Plan governs equity grants; no formal policy on timing related to MNPI and no formal executive ownership guidelines; clawback policy adopted Nov 2023 .
Investment Implications
- Alignment: Bragado’s FY2024 equity compensation was delivered as common shares per contract rather than performance-conditioned PSUs; absence of a formal bonus plan and ownership guidelines may weaken pay-for-performance linkage at the CAO level, though the clawback policy provides a safeguard on financial restatement risk .
- Retention: Base salary of $400,000 with six months severance is modest relative to peer CAO packages, implying moderate retention risk if market opportunities arise; however, his central role in ongoing SEC filings suggests operational dependence .
- Insider selling pressure: With zero reported beneficial ownership and no options outstanding, Bragado-specific selling overhang appears low; broader dilution/overhang reflects company-level financing instruments and repeated recapitalizations rather than CAO awards .
- Execution risk: Corporate-level listing, liquidity, and capital structure challenges increase the probability that equity awards deliver uncertain value, which can impact retention and morale across the executive bench; continued compliance and financing execution will be critical .