John Brasseur
About John Brasseur
John Brasseur, 44, is Chief Operating Officer at Byrna Technologies (effective May 1, 2024), promoted from Vice President of New Product Development (joined July 18, 2023). He holds a BS in Mechanical Engineering (University of New Hampshire) and an MBA (Plymouth State). Prior roles include Chief Product Officer at Tactacam and 12 years at Sig Sauer, most recently VP of Product Management, where he led launches of globally recognized handguns. Under his operational leadership at Byrna, monthly launcher production capacity increased 44% (10,000 to 14,400 units from January–March 2024) with a plan to reach 18,000/month by May 2024. Company performance context: fiscal 2024 revenue exceeded $85 million; through nine months ended Aug 31, 2025, net income rose to $6.3M vs $3.1M in the prior-year period .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sig Sauer | VP, Product Management (after roles of increasing responsibility) | 2014–2022 | Led launch of globally renowned handguns; deep firearms product development and operations experience . |
| Tactacam | Chief Product Officer | 2022–2023 | Senior product leadership at a game camera manufacturer . |
External Roles
- None disclosed in company filings for public-company directorships or committee roles .
Fixed Compensation
| Component | Terms | Effective Date | Notes |
|---|---|---|---|
| Base Salary | $250,000 (VP, New Product Development) | July 18, 2023 | Per offer letter . |
| Target Annual Bonus | Up to 50% of annual base salary; bonus not less than 50% of target based on company/personal performance | July 18, 2023 | Offer letter floor implies minimum 25% of base if eligible . |
| Base Salary (COO) | $275,000 | May 1, 2024 | Increased upon promotion to COO . |
| Target Annual Bonus (COO) | 60% of annual base salary | May 1, 2024 | Increased upon promotion . |
Performance Compensation
Annual Short-Term Incentive (design applicable to executives)
| Metric | Weighting | Target Setting | Payout Range/Leverage | Notes |
|---|---|---|---|---|
| Financial metrics (aggregate) | 60% | Preset, formulaic scorecard | 0% to 150% of target per element | Adopted for FY2024+ to strengthen pay-for-performance . |
| • Revenue | 50% (of financial) | Preset threshold/target/max | Up to 150% | Design disclosure . |
| • EBITDA | 25% (of financial) | Preset threshold/target/max | Up to 150% | Design disclosure . |
| • Gross Margin | 25% (of financial) | Preset threshold/target/max | Up to 150% | Design disclosure . |
| Strategic goals | 40% | Preselected non-financial objectives | 0% to 150% | Risk, human capital, and other strategic priorities . |
Executive-specific target: As COO, Brasseur’s target STI = 60% of base salary (from May 1, 2024). Actual individual payout for FY2024 was not disclosed as he was not a named executive officer in the proxy .
Long-Term Incentive (company program structure)
| Award Type | Key Performance/Vesting Conditions | Vesting/Timing | Notes |
|---|---|---|---|
| PSUs (FY2025 program) | Performance based on GAAP revenue for FY2026; 0–200% payout; service condition to Nov 30, 2027 | Cliff vesting on Nov 30, 2027 if earned | Granted to “certain employees”; participants not itemized in filing . |
| PSUs (FY2024 grants) | Double-trigger: stock-price VWAP hurdles ($6/$9/$12) plus 3-year service | Service through 3 years; price triggers must be met | 600,000 PSUs granted to employees in aggregate; company-wide disclosure . |
Clawback: Company expanded its Clawback Policy to cover all recipients under the executive LTI program .
Equity Ownership & Alignment
| Holder | Shares Beneficially Owned | % of Outstanding | As-of Date | Notes |
|---|---|---|---|---|
| John Brasseur | 9,068 | <1% | June 9, 2025 | From Security Ownership table; no options/RSUs disclosed for him in NEO tables . |
Additional alignment policies:
- Insider Trading Policy prohibits hedging and holding Company securities in margin accounts; pre-clearance required; blackout windows enforced .
- The Compensation Committee determined to adopt a minimum stock ownership and holder-related policy during fiscal year 2025 and review it annually (company-wide) .
10b5-1 trading plans:
- In the quarter ended Aug 31, 2025, the company disclosed one 10b5-1 plan (by the CMO); no adoption/termination reported for Brasseur in that quarter .
Employment Terms
| Term | Detail | Source |
|---|---|---|
| Employment start date | July 18, 2023 (VP, New Product Development); COO effective May 1, 2024 | |
| Employment status | At-will | |
| Severance (original offer letter) | If terminated by Byrna other than “For Cause”: 6 months of original base salary ($250,000 base referenced) | |
| Executive Severance Plan (adopted July 29, 2025) | Brasseur designated Tier 2: If terminated without Cause/for Good Reason absent CIC: salary continuation equal to 1.0x base in monthly installments + 12 months COBRA; following CIC (within 12 months): lump-sum 1.5x (base salary + target bonus) | |
| Bonus program eligibility | Target % as above; subject to formulaic metrics and strategic goals in STI program | |
| Equity eligibility | Eligible for Equity Retention Grant Program after 90 days | |
| Restrictive covenants | May be required to sign restrictive covenant agreement; Company policies apply (Insider Trading, Code of Conduct) |
Related-party and conflicts:
- No related-party transactions with Brasseur requiring disclosure; no family relationships with directors/executive officers .
Performance & Track Record (selected Byrna KPIs for context)
| Metric | Period 1 | Period 2 |
|---|---|---|
| Net Income ($USD, millions) | $3.1 (Nine months ended Aug 31, 2024) | $6.3 (Nine months ended Aug 31, 2025) |
| Revenue (FY) | >$85 million in FY2024 | N/A |
Operational execution under Brasseur:
- Increased manufacturing capacity from 10,000 to 14,400 launchers/month (Jan–Mar 2024) and targeted 18,000/month by May 2024; drove SKU rationalization and cost reductions; advanced design of Byrna CL for 2025 launch .
Governance, Say-on-Pay, and Peer Program (company-level context)
- Say-on-Pay support: ~94% approval at 2024 annual meeting, considered in program design changes .
- Program changes: Eliminated time-based options for non-CEO executives; introduced performance-based equity; instituted formulaic STI scorecards; engaged FW Cook to reconstruct representative compensation peer group .
Investment Implications
- Incentive alignment improving: COO’s cash bonus target increased to 60% of base, and company moved executives toward PSUs tied to revenue with three-year service, which should heighten operating focus and retention. Clawback expansion and anti-hedging/margin policies support alignment .
- Retention risk partially mitigated: July 2025 Executive Severance Plan (Tier 2) adds 1.0x salary severance absent CIC and 1.5x salary+target bonus double-trigger CIC protection—reducing flight risk during strategic transitions or M&A .
- Ownership is modest: Brasseur’s reported holding (9,068 shares, <1%) is small, reducing immediate “skin-in-the-game,” though future PSU participation could increase alignment if grants are made/earned under company programs .
- Execution track record: Documented capacity ramps, cost reductions, and new product preparation signal operational capability in scaling and cost discipline—key drivers for margin and cash flow leverage as Byrna expands .
- Oversight and shareholder sentiment: Strong say-on-pay support and ongoing program refinements indicate constructive governance backdrop for pay-for-performance evolution .
