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Gilbert M. Mayo, Jr.

President, Broadwind Industrial Solutions, LLC at BROADWINDBROADWIND
Executive

About Gilbert M. Mayo, Jr.

Gilbert M. Mayo, Jr. is President of Broadwind Industrial Solutions, LLC (BIS) and an executive officer of Broadwind, Inc. He has served as BIS President since September 2018 and was previously General Manager, Heavy Fabrications, at Broadwind Towers from January 27, 2015 to October 1, 2017 . He holds a B.S. from the U.S. Naval Academy, an M.A. from Webster University, and an MBA from Clemson University; he also served five years as an officer in the U.S. Marine Corps . Company performance during his BIS tenure includes FY2024 revenue of $143 million and operating income of $4.2 million, with BIS achieving record-high revenue, operating income, and adjusted EBITDA; 2024 consolidated EBITDA was $13.3 million vs. $21.5 million in 2023; pay-versus-performance metrics show TSR value of an initial $100 investment at $23.71 (2024), $34.93 (2023), and $22.57 (2022), and net income of $1.2 million (2024), $7.6 million (2023), and $(9.7) million (2022) .

Past Roles

OrganizationRoleYearsStrategic Impact
Broadwind Industrial Solutions, LLCPresidentSince Sep 2018 Leads BIS, which recorded record-high revenue, operating income, and adjusted EBITDA in 2024
Broadwind Towers (Heavy Fabrications)General ManagerJan 27, 2015 – Oct 1, 2017 Operations leadership at heavy fabrications business
Halex Company (Scott Fetzer Co.)PresidentNot disclosed Led a national manufacturer of electrical fittings and accessories
Fort James CompanySenior operations leadershipNot disclosed Operations leadership in industrial manufacturing
Michelin Tire CorporationSenior operations leadershipNot disclosed Operations leadership in tire manufacturing
United States Marine CorpsOfficerFive years Military leadership experience

External Roles

OrganizationRoleYearsNotes
None disclosedNo public company board or external directorships disclosed in proxies

Company Performance Context

MetricFY 2022FY 2023FY 2024
Net Income ($USD Thousands)$(9,730) $7,649 $1,152
TSR – Value of $100 Initial Investment ($)$22.57 $34.93 $23.71
Consolidated EBITDA ($USD Thousands)Not disclosed$21,474 $13,325
Revenue ($USD Millions)Not disclosedNot disclosed$143

Fixed Compensation

  • Not disclosed: Mayo is an executive officer but not a Named Executive Officer (NEO) in 2024/2025 proxies; base salary, target bonus, and actual bonus for Mayo are not itemized in the Summary Compensation Tables (coverage provided only for CEO, CFO, and Heavy Fabrications President) .

Performance Compensation

Broadwind’s executive incentive design (applies to executive officers) consists of an annual cash STIP with three metrics and a multi-year LTIP mixing time-based and performance-based RSUs tied to a Performance Index (PI). Mayo’s individual payouts are not disclosed, but the consolidated metrics and LTIP framework are below.

Metric (STIP 2024)WeightingTargetActualPayoutVesting
Consolidated EBITDA50% $16,351,000 $13,325,000 55.4% Cash bonus; no vesting
Diverse Revenue (Consolidated)25% $71,251,000 $44,409,000 0.0% Cash bonus; no vesting
Cash Conversion Cycle (Consolidated, days; lower is better)25% 58 72 0.0% Cash bonus; no vesting

LTIP framework (executives):

  • Structure: Time-based RSUs plus performance-based RSUs paid in cash or shares; PI = (Consolidated EBITDA × Target Multiple – Average Net Debt) / Average Shares Outstanding .
  • 2022–2024 LTIP performance RSUs achieved 200% for NEOs; methodology applies company-wide but individual awards for Mayo are not disclosed .

Equity Ownership & Alignment

  • Stock ownership guidelines (executive officers): CEO 5× base salary; CFO 3×; all other executive officers (includes Mayo) 1× base salary; compliance status: “All… directors and executive officers are currently in compliance” .
  • Anti-hedging and anti-pledging: Directors, officers, and designated persons are prohibited from hedging or pledging Broadwind securities; all transactions require pre-clearance under the insider trading policy .
  • Beneficial ownership: Individual holdings for Mayo are not enumerated in the Security Ownership tables; group totals cover executives and directors collectively, but Mayo-specific share counts and % outstanding are not disclosed .
Stock Ownership GuidelinesMultiple of Base Salary
President and CEO
Chief Financial Officer
All Other Executive Officers (incl. Mayo)
Compliance StatusAll directors and executive officers in compliance

Employment Terms

  • Role tenure: President, BIS since September 2018; previously GM, Heavy Fabrications at Broadwind Towers (Jan 27, 2015 – Oct 1, 2017) .
  • Contracts: Severance and change-in-control terms are disclosed for certain executives (CEO, CFO, Heavy Fabrications President). Mayo’s individual employment or severance agreement terms are not disclosed in the proxies .

Investment Implications

  • Pay-for-performance alignment: Executive incentives emphasize EBITDA, revenue diversification, and working capital efficiency, with zero payout on two metrics in 2024 (Diverse Revenue, CCC) and a sub-target payout on EBITDA—likely tempering cash bonuses for non-NEO executives and reinforcing financial discipline .
  • Segment execution: Under Mayo’s leadership, BIS delivered record-high revenue, operating income, and adjusted EBITDA in 2024 and ended the year with record orders and backlog driven by strong natural gas turbine markets, indicating execution strength and a favorable demand backdrop for his segment .
  • Ownership alignment and selling pressure: Strict prohibitions on hedging and pledging, pre-clearance requirements, and stock ownership guidelines reduce misalignment and potential insider selling pressure signals; however, Mayo’s specific holdings and vesting schedule are not disclosed, limiting precision in “skin-in-the-game” assessment .
  • Retention risk: CEO/CFO/several NEOs have formal severance protections; Mayo’s severance/change-in-control terms are not disclosed, introducing uncertainty on retention economics in a change-of-control scenario .
  • Governance feedback: Say-on-pay support at 85% in 2024 suggests investor acceptance of the compensation structure underpinning executive incentives, including for non-NEOs .

Note: Searches of proxies and filings did not yield Mayo-specific compensation line items (base salary, bonuses, RSU counts) or Form 4 activity in the provided documents. Mayo is not a Named Executive Officer in the 2024/2025 proxies; thus his detailed compensation and individual ownership are not itemized .