John M. Suzuki
About John M. Suzuki
John M. Suzuki, 61, has served as BK Technologies’ Chief Executive Officer since July 2021 and as President since October 2023; he holds a B.S. in Electrical Engineering (University of Ottawa) and an MBA (Duke University) . Under his leadership, BK posted 2024 revenue of $76.6M (up from $74.1M in 2023), GAAP diluted EPS of $2.25, and non‑GAAP adjusted EBITDA of $10.4M (vs. $1.5M in 2023); TSR rose to $298.77 per initial $100 by 2024, reflecting strong stock performance; management guides 2025 GAAP EPS to exceed $2.40 and adjusted EPS to exceed $2.80 . CEO commentary highlights BKR 9000 multiband adoption, margin expansion, and a new Solutions unit under the BK ONE brand to expand software and hardware offerings .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| BK Technologies | CEO; President | CEO: Jul 2021–present; President: Oct 2023–present | Led revenue growth, margin expansion and profitability in 2024; positioned for 2025 EPS growth . |
| Imperium Leadership | Chief Strategy Officer | May 2019–Jul 2021 | Led development and growth initiatives prior to joining BK . |
| EFJohnson Technologies | President & CEO | May 2015–May 2019 | Ran two‑way radio manufacturer; deepened LMR leadership experience . |
| AVTEC Incorporated | Senior Vice President of Sales | 2011–2015 | Grew sales in dispatch solutions segment . |
| 3E Technologies International (UltraElectronics subsidiary) | Vice President of Sales and Marketing | 2011–2015 | Led sales/marketing in secure wireless networking . |
| EFJohnson Technologies | Senior Vice President, Sales | 2004–2011 | Expanded sales capability in public safety radios . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| None disclosed | — | — | No current public company directorships or external board roles disclosed for Suzuki . |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base salary paid ($) | 300,879 | 249,308 |
| Approved base salary rate at period end ($) | 360,500 (approved Mar 1, 2022) | 385,000 (effective Jul 1, 2024) |
| Target annual bonus (% of base) | 50% | 50% |
| Actual annual cash bonus paid ($) | — (no bonus reported) | — (no bonus reported) |
| Stock awards grant‑date fair value ($) | 59,621 | 123,442 |
| Option awards grant‑date fair value ($) | 95,290 | 1,409,400 |
| All other compensation ($) | 19,548 (401k match + insurance) | 21,120 (401k match + insurance) |
| Notable program | Participated in Executive Salary Swap Program (RSUs in lieu of salary) | Received 18,304 RSUs via salary swap (9/1/2023–8/31/2024) |
Performance Compensation
Annual cash incentive
- Eligibility: 50% of base salary, metrics set by Compensation Committee; specific annual performance metrics and payouts not disclosed for 2023–2024 .
- Clawback: Company adopted an executive compensation recovery policy (SEC/NYSE compliant) applying to incentive comp for three prior fiscal years upon restatement .
Equity awards (grants outstanding)
| Grant date | Award | Shares/Units | Exercise/Grant price | Vesting schedule | Expiration/notes |
|---|---|---|---|---|---|
| Jul 19, 2021 | Stock options | 20,000 | $15.40 | Fully vested | Expires 7/19/2031 . |
| Mar 1, 2022 | Stock options | 17,000 | $11.65 | 5 equal annual installments beginning 3/1/2022 (10,200 exercisable; 6,800 unexercisable as of 12/31/2024) | Expires 3/1/2032 . |
| Jun 22, 2022 | Stock options | 9,000 | $12.40 | Vests immediately upon a change in control on/before 5‑year anniversary (equity incentive “unearned” until trigger) | Expires 6/22/2032 . |
| Jul 11, 2023 | Stock options | 10,000 | $15.53 | 5 equal annual installments beginning 7/11/2024 (2,000/yr) | Expires 7/11/2033 . |
| Feb 6, 2024 | Stock options | 50,000 | $12.27 | 5 equal annual installments beginning 2/6/2025 (10,000/yr) | Expires 2/6/2034 . |
| 2023–2024 | RSUs (salary swap) | 18,304 | $10.00 (swap reference price) | Issued under Executive Salary Swap Program; vesting terms not otherwise specified | Program period 9/1/2023–8/31/2024 . |
Change‑in‑control vesting (equity):
- 2017 Plan generally provides double‑trigger acceleration if awards are assumed and the executive experiences a qualifying termination within two years post‑CoC; if awards are not assumed, single‑trigger acceleration at target occurs immediately prior to CoC .
- The 9,000 options granted 6/22/2022 vest immediately upon a change in control occurring by the 5‑year anniversary (grant‑specific term) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 91,496 shares (2.5% of outstanding) . |
| Direct shares vs. options | 45,896 shares owned directly; 45,600 options exercisable within 60 days (included in beneficial total) . |
| Shares outstanding (record date) | 3,584,346 shares (Apr 22, 2025) . |
| Vested vs. unvested options (12/31/2024) | Vested/exercisable: 20,000 (7/19/2021), 10,200 (3/1/2022), and 2,000 (7/11/2023 in 2024) per schedule; Unexercisable: 6,800 (3/1/2022), 8,000 (7/11/2023), 50,000 (2/6/2024); plus 9,000 “unearned” (CoC‑triggered) . |
| Hedging/pledging | Prohibited for officers/directors; pre‑clearance and blackout policy applies . |
| Ownership guidelines | Not disclosed for executives in 2024–2025 proxy statements . |
| Upcoming vest dates (option grants) | Mar 1 annually (2022 grant; remaining 6,800 unexercisable vests through 2026), Jul 11 annually (2023 grant; 2,000/yr through 2028), Feb 6 annually (2024 grant; 10,000/yr through 2029) . |
Vesting‑related supply watch (insider selling pressure):
- Regular annual vesting dates for large option blocks (Feb 6 and Jul 11) may create incremental liquidity windows; however, company policy restricts trading during blackout periods and prohibits hedging/pledging .
Employment Terms
| Term | Summary |
|---|---|
| Employment start | Appointed CEO on July 19, 2021; President since Oct 12, 2023 . |
| Base salary (current approved) | $385,000 effective July 1, 2024 . |
| Annual bonus target | 50% of base salary; metrics and payout at Compensation Committee discretion . |
| Severance (termination without cause) | 12 months of base salary, paid over 12 months . |
| Change‑in‑control cash benefit | Lump‑sum bonus equal to 100% of annual base salary (per CEO agreement) . |
| Non‑compete / non‑solicit | Customary restrictive covenants in employment agreement . |
| Equity treatment on CoC | 2017 Plan: double‑trigger if assumed; single‑trigger if not assumed; committee discretion on treatment/cancellation with consideration . |
| Clawback | SEC/NYSE‑compliant clawback policy adopted; recovers excess incentive comp over prior three completed fiscal years upon restatement . |
| Hedging/pledging | Prohibited (insider trading policy) . |
Board Governance and Service
- Director since 2021; currently serves on the Strategic M&A Committee; not a member of Audit, Compensation, or Nominating & Governance committees .
- Board independence: Independent directors constitute Audit, Compensation, and Nominating & Governance committees; Suzuki is not independent (as an executive) .
- Leadership structure: Separate Chairman (Joshua S. Horowitz) and CEO roles, mitigating CEO‑Chair dual‑role concerns .
- Board/committee attendance: Board held 13 meetings in 2024; all directors met at least 75% attendance .
- Employee‑director compensation: Suzuki’s compensation reported solely in executive comp tables; non‑employee director program excludes him .
Performance & Track Record (Company under Suzuki)
| Metric | 2023 | 2024 |
|---|---|---|
| Revenue ($M) | 74.1 | 76.6 |
| Gross margin (%) | 30.0% | 37.9% |
| Operating income ($M) | (0.8) | 7.8 |
| GAAP diluted EPS ($) | (0.65) | 2.25 (includes $0.27 non‑cash tax benefit) |
| Adjusted EBITDA ($M) | 1.5 | 10.4 |
| Year‑end backlog ($M) | 16.0 | 21.8 |
| TSR (Value of initial $100) | 106.56 | 298.77 |
Qualitative highlights:
- Strong BKR 9000 multiband radio momentum; Solutions unit (BK ONE) launched to expand software/apps and certain hardware offerings .
- 2025 outlook: single‑digit revenue growth; gross margin ≥42%; GAAP EPS > $2.40; adjusted EPS > $2.80 (no reconciliation provided) .
Say‑on‑Pay & Compensation Governance
- Say‑on‑pay approval: ~98.4% support at 2024 annual meeting (covering 2023 program), influencing continued approach; annual advisory votes remain in place .
- Prior year context: ~89.2% support at 2023 annual meeting .
- Compensation consultant: Compensation Advisory Partners LLC engaged in 2024–2025; Compensation Committee assessed independence and found no conflicts .
- Compensation Committee composition (2024): R. Joseph Jackson (Chair), Charles T. Lanktree, Lloyd R. Sams (all independent) .
Risk Indicators & Red Flags
- Section 16 reporting timeliness: Company disclosed certain late Forms 4, including for Suzuki related to RSUs (salary swap) and an option grant; Company listed these in delinquent reports sections (2023–2025) .
- Hedging/pledging and short sales prohibited for insiders, reducing misalignment risks .
- No legal proceedings involving Suzuki disclosed, and no related‑party transactions involving him noted .
Investment Implications
- Alignment: Suzuki’s beneficial ownership (2.5%) and sizable multi‑year option grants align incentives with TSR and margin expansion; hedging/pledging bans reinforce alignment .
- Vesting/cycle dynamics: Large option tranches vest annually (Feb 6 and Jul 11), possibly creating periodic insider selling windows, subject to blackout/pre‑clearance; watch Form 4s around these dates for supply signals .
- Contract economics: Severance at 12 months of salary and CoC bonus at 100% of salary are shareholder‑moderate; equity follows double‑trigger norms when assumed, limiting windfalls .
- Execution track: Measurable operational improvement in 2024 (revenue, margins, EPS, backlog) and constructive 2025 guidance support a pay‑for‑performance posture; high say‑on‑pay support underscores investor acceptance of the program .