Dariush Ajami
BEYOND MEATAbout Dariush Ajami
Beyond Meat’s Chief Innovation Officer since July 2018, Dariush Ajami, PhD (age 50), joined the company in June 2015 after an academic career at The Scripps Research Institute. He holds a BS in Chemistry (Isfahan University), MS in Organic Chemistry (Chemistry and Chemical Engineering Research Center of Iran), and a PhD in Organic Chemistry (Technische Universität Braunschweig) . Company performance context: 2024 net revenues were $326.5 million (-4.9% y/y), gross margin improved to 12.8% (from -24.1% in 2023), and Adjusted EBITDA loss narrowed to -$101.7 million (from -$269.2 million) . For 2024, company STI targets (net revenues, gross margin, free cash flow, operating expenses) were all missed (0% funding), and Relative TSR for the year finished below the 30th percentile, leading to a 0% payout on the CEO/CFO 2024 PSU Tranche I; Ajami’s 2024 LTI mix was RSUs/options (not PSUs) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Beyond Meat | Director of Chemistry | Jun 2015 – Aug 2016 | Early R&D leadership establishing core chemistry capabilities for plant-based product development |
| Beyond Meat | Director of Research | Aug 2016 – Aug 2017 | Led research programs advancing product performance and pipeline |
| Beyond Meat | Vice President, Innovation | Aug 2017 – Jul 2018 | Scaled innovation agenda ahead of CIO role |
| Beyond Meat | Chief Innovation Officer | Jul 2018 – present | Executive leadership of innovation and product roadmap |
| The Scripps Research Institute / Skaggs Institute of Chemical Biology | Assistant Professor of Molecular Assembly | Jul 2008 – Jun 2015 | Research on molecular assembly, natural products, and therapeutic applications; scientific foundation relevant to food science innovation |
External Roles
No external public-company directorships or outside board roles are disclosed for Dr. Ajami in the company’s proxy materials .
Fixed Compensation
| Year | Base Salary ($) | Target Bonus (% of Salary) | Target Bonus ($) | Actual STI Paid ($) | Notes |
|---|---|---|---|---|---|
| 2024 | 440,000 | 60% | 264,000 | 0 (thresholds not met) | $1,200 technology allowance included in SCT “Bonus” column |
| 2023 | 440,000 | 60% | 264,000 | 156,816 | Technology allowance $1,200 |
Performance Compensation
2024 Short-Term Incentive (STI) Design and Results
| Metric | Weight | Threshold (50%) | Target (100%) | Stretch (150%) | Max (200%) | Actual | Outcome |
|---|---|---|---|---|---|---|---|
| Net Revenues ($M) | 20% | 345.0 | 355.0 | 365.0 | 400.0 | 326.5 | Below threshold (0% payout) |
| Gross Margin (%) | 20% | 17.5% | 21.5% | 25.0% | 29.0% | 12.8% | Below threshold (0% payout) |
| Free Cash Flow ($M) | 30% | (65.0) | (55.0) | (45.0) | (35.0) | (100.0) (excl. $10m termination fee) | Below threshold (0% payout) |
| Operating Expenses ($M) | 30% | 170.0 | 160.0 | 152.5 | 145.0 | 190.3 (excl. $7.5m accrual) | Below threshold (0% payout) |
Result: Ajami’s 2024 STI payout was $0 .
2024 Long-Term Incentives (Ajami)
| Award Type | Grant Date | Shares/Options (#) | Exercise Price ($) | Grant Date Fair Value ($) | Vesting Schedule |
|---|---|---|---|---|---|
| RSUs | Mar 1, 2024 | 79,325 | — | 775,005 | 25% on Mar 1, 2025; then quarterly 1/16; fully vests Mar 1, 2028; CIC acceleration on qualifying terms |
| Stock Options | Mar 1, 2024 | 131,803 | 9.77 | 774,791 | 25% on Mar 1, 2025; then monthly 1/48; fully vests Mar 1, 2028; CIC acceleration on qualifying terms |
Additional context:
- Company introduced PSUs in 2024 for CEO/CFO only (Relative TSR comparator S&P Food & Beverage Select Industry excl. S&P 500; three tranches 2024–2026). Tranche I vested 0% due to <30th percentile Relative TSR; Ajami did not receive PSUs in 2024 .
- “No repricing or cash-out of underwater options without stockholder approval” under the 2018 plan .
2024 Realizations
| Item (2024) | Ajami |
|---|---|
| Options exercised (shares) | 0 |
| RSUs vested (shares) | 32,211 |
| RSUs value realized ($) | 268,456 |
Forward-looking: Proposed 2025 MIP Awards (subject to Restated Plan approval and Closing)
| Instrument | Proposed Target Shares |
|---|---|
| RSUs (immediate + extended vesting) | 2,718,870 (sum of immediate 494,340 and extended 2,224,530) |
| MIP PSUs (target) | 1,483,020 |
Notes: MIP awards scale with fully-diluted shares outstanding post-transaction and include anti-dilution mechanics; PSUs earn 0–150% of target based on performance; design intended as retention/turnaround incentive .
Equity Ownership & Alignment
Beneficial Ownership
| Holder | Shares Beneficially Owned | % Outstanding |
|---|---|---|
| Dariush Ajami, PhD | 506,882 | <1% (of 397,607,401 shares as of Oct 15, 2025) |
- Company prohibits hedging and pledging of company stock by officers and directors (alignment safeguard) .
Unvested Equity Detail (as of Dec 31, 2024)
| Security | Unvested Amount | Implied Value Basis | Market/Implied Value ($) |
|---|---|---|---|
| RSUs (Grant 3/1/2024) | 79,325 | $3.76/share | 298,262 |
| RSUs (other) | 31,531 | $3.76/share | 118,557 |
| RSUs (other) | 6,591 | $3.76/share | 24,782 |
| RSUs (other) | 446 | $3.76/share | 1,677 |
| Options (various strikes) – unexercisable | 131,803 (2024 grant) | $9.77 strike | $0 intrinsic at $3.76 ref price |
| Options (older grants) – mix of exercisable/unexercisable | See table (various >$17 strikes) | Ref price $3.76 | $0 intrinsic (out-of-the-money) per methodology |
Note: Implied values use the company’s disclosed $3.76 closing price reference as of Dec 31, 2024 used for termination/CIC valuation tables; options had no intrinsic value at that price .
Employment Terms
| Provision | Terms for Ajami |
|---|---|
| Employment Agreement | No individual employment agreement; at-will. Covered by executive change-in-control severance agreement . |
| Change-in-Control (CIC) Window | Benefits if terminated without cause or resigns for good reason within 3 months before to 18 months after a CIC (double trigger) . |
| Cash Severance (CIC double trigger) | 12 months base salary (lump-sum) . |
| COBRA | 12 months COBRA premiums (lump-sum equivalent) . |
| Equity Vesting (CIC) | If awards are assumed by successor: 100% acceleration of unvested time-based equity upon qualifying termination; if awards are not assumed/substituted: 100% acceleration immediately prior to closing (time and performance awards) . |
| Excise Tax | “Better after-tax” cutback provision (no gross-ups) . |
| Clawback | Mandatory clawback for erroneously awarded incentive-based compensation upon an accounting restatement, per SEC/Nasdaq rules . |
| Hedging/Pledging | Prohibited for directors and officers . |
Estimated CIC amounts (assuming Dec 31, 2024 event and $3.76/share):
| Scenario | Base Salary ($) | COBRA ($) | Equity Acceleration ($) | Total ($) |
|---|---|---|---|---|
| CIC – awards not assumed | — | — | 443,278 (RSUs) | 443,278 |
| CIC + qualifying termination (awards assumed) | 440,000 | 24,559 | 443,278 (RSUs) | 907,837 |
Say-on-Pay and Peer Context
- Say-on-Pay approval at 2024 annual meeting: ~85% of votes cast supported the program .
- 2024 peer group narrowed to food and beverage comparables (removed biotech/high-growth profiles); introduced PSUs for CEO/CFO to strengthen performance linkage .
Investment Implications
- Pay-for-performance alignment: All four 2024 STI metrics missed threshold; Ajami received $0 bonus, indicating tight linkage to company performance. 2024 equity mix (50% RSUs/50% options) further ties realizable pay to share price and service; options are currently out-of-the-money at the company’s year-end reference price, limiting near-term monetization and insider selling pressure from exercises .
- Vesting overhang and supply: Ajami had 32,211 RSUs vest in 2024 ($268k realized), and holds multiple tranches of unvested RSUs through 2028; periodic RSU settlement can create modest ongoing supply, but hedging/pledging is prohibited and overall beneficial ownership is <1% .
- Retention and CIC economics: Double-trigger CIC protection (12 months salary + 12 months COBRA + time-based equity acceleration if assumed) provides retention during strategic change with no tax gross-ups; if awards are not assumed, full acceleration at closing applies (including performance awards per plan terms) .
- Forward incentives: Proposed 2025 MIP awards (subject to plan approval/closing) materially increase at-risk equity (2.72M RSUs and 1.48M target PSUs for Ajami), aligning retention and turnaround execution but implying dilution if fully granted; monitor approval and performance hurdles .
Key watch items: trajectory on gross margin/free cash flow to re-enable STI funding; progress on product innovation driving revenue stabilization; status/terms of Restated Plan and MIP awards; and any Form 4 activity around quarterly RSU settlements (none of which is implied by this analysis).
All data cited: .