Dorith Hakim
About Dorith Hakim
Dorith Hakim, age 60, is Chief Executive Officer, President, and a director of CPI Aerostructures (CVU) since March 2022. She holds an Executive MBA from Texas Christian University and a BA in Business Administration and Finance from H.E.C. at the University of Montreal; she is Six Sigma Black Belt certified and has deep aerospace operating, supply chain, and program management credentials across Bell Helicopter, Vought, Sikorsky, Triumph Group, and Parker Hannifin . Under her tenure, CVU’s TSR rose to 148.35 in 2024 (from a $100 base in 2023), while reported revenue moved from $83.3M in FY2022 to $86.5M in FY2023 and $81.1M in FY2024; EBITDA increased over 2022–2024 per S&P Global data *.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Parker Hannifin Aerospace | Group Vice President | 2018–2021 | Directed global supply chain for 11 divisions, 25 manufacturing sites, 2 JVs; accountable for $1.9B of spending . |
| Triumph Group Inc. | VP Corporate Program Mgmt & Operations Excellence; VP Program Mgmt, Precision Components | 2016–2018 | Implemented best practices in program management, delivery, quality, continuous improvement across multiple divisions and sites . |
| Sikorsky Aircraft Inc. | President & GM, Sikorsky Global Helicopters; Director Aftermarket Operations | 2010–2016 | Managed fully integrated P&L, operations, engineering, supply chain; directed overhaul/repair facilities and aftermarket operations . |
| Vought Aircraft Inc. | Chief Procurement Officer; Director, Supply Chain Mgmt | 2009–2010 | Led supply chain with >$1B budget across six sites and two subsidiaries . |
| Bell Helicopter (Textron) | Various roles incl. Program Director; Director Strategic Sourcing & SCM | ~1988–2009 (21 years) | Program leadership and strategic sourcing/supply chain management . |
External Roles
No external public company board roles disclosed for Ms. Hakim beyond her board service at CVU .
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary ($) | 365,000 | 385,000 |
| Target Bonus (%) | 60% of base | 60% of base |
| Actual Bonus Paid ($) | 176,400 | 222,900 |
Performance Compensation
| Item | FY 2023 | FY 2024 |
|---|---|---|
| RSUs Granted (#) | 121,464 | 98,718 |
| Grant Date | June 28, 2023 | June 25, 2024 |
| Grant-Date Fair Value ($) | 463,992 | 230,013 |
| Vesting Mechanics | 50% time-based and 50% performance-based; vest in 4 annual installments on the day after filing of Form 10‑K each year . | Same structure; vest in 4 annual installments on the day after filing of Form 10‑K each year . |
| Performance Metrics | Accounts payable delinquency, bank debt minus cash, fiscal year net profit . | Accounts payable delinquency, bank debt minus cash, fiscal year net profit . |
| Performance Forfeitures | 16,895 shares forfeited (performance-based portion) . | 12,340 shares forfeited (performance-based portion) . |
Performance Plan Details
- Metrics: accounts payable delinquency, bank debt minus cash, fiscal year net profit; specific targets not disclosed .
- Payout/Vesting: Performance-based RSUs vest upon achievement of all fiscal-year thresholds set by the Compensation & HR Committee; time-based RSUs vest annually after Form 10‑K filing .
- Clawbacks: Awards subject to clawback per SEC Rule 10D‑1 and Company policy; repricing prohibited without shareholder approval .
Equity Ownership & Alignment
| Metric | As of/Period | Value |
|---|---|---|
| Total Beneficial Ownership (shares) | Record date May 1, 2025 | 200,661 |
| Ownership % of Shares Outstanding | Record date May 1, 2025 | 1.5% |
| Shares Outstanding | Record date May 1, 2025 | 13,000,072 |
| Included Unvested/Subject to Vesting | Record date May 1, 2025 | 132,353 shares subject to time/performance vesting |
| Hedging Policy | Ongoing | Hedging prohibited; short sales prohibited, with limited exceptions and pre-approval |
Outstanding awards at FY-end 2024 (illustrative, selected lines):
- 10/13/2022 grant: 8,860 unvested; 752 unearned performance; market values at 12/31/2024 of $35,883 and $3,046, respectively .
- 6/28/2023 grant: 87,674 unvested; 5,739 unearned; market values $355,080 and $23,243, respectively .
- 6/25/2024 grant: 98,718 unvested; market value $399,808 .
Director stock ownership guidelines apply to non-employee directors (five times cash portion of annual comp within five years), not to executive officers; no pledging disclosures were identified for executives .
Employment Terms
| Term | Hakim |
|---|---|
| Severance (termination without cause) | 18 months of continued salary; prior year earned bonus; pro-rata cash bonus based on prior year’s bonus; non-compete applies during severance payments . |
| Change-in-Control (termination within 18 months) | Base salary through termination date; prior year earned bonus; pro-rata annual bonus assuming targets met; lump-sum 2x total compensation (base + earned cash bonus) for highest of prior full fiscal year or preceding fiscal year; immediate vesting of all outstanding equity; 6 months continuation of health/fringe benefits . |
| Non-compete | 18 months post-termination while severance is paid . |
| Clawback/Recoupment | As required by law and Company policy; additional recoupment remedies upon certain competitive or cause-related terminations . |
Potential termination payments (assumes termination on Dec 31, 2024):
| Scenario | Cash ($) | Equity ($) |
|---|---|---|
| Disability | 753,900 | — |
| By Company without Cause | 753,900 | — |
| Change in Control | 1,463,001 | 790,771 |
Board Governance
- Board service and committees: Director since 2022; member of the Strategic Planning Committee .
- Independence: Not independent due to role as CEO/President; all standing committees are composed of independent directors .
- Leadership structure: Independent Chairman, separate from CEO; regular executive sessions of independent directors; board held six meetings in 2024 and all directors attended the annual meeting; ≥75% attendance by all directors .
- Director compensation for employees: Employee directors do not receive separate board compensation .
Compensation Structure Analysis
- Mix shift: Equity grant fair value decreased from $463,992 in 2023 to $230,013 in 2024, while cash bonus increased from $176,400 to $222,900 and base salary rose to $385,000, indicating a higher near-term cash component alongside reduced equity grant size .
- Performance rigor: Use of balance-sheet discipline (AP delinquency, net debt proxy via bank debt minus cash) and profitability (net profit) metrics; forfeitures of performance-based RSUs in both 2023 and 2024 suggest metrics had teeth and were not fully achieved .
- Plan governance and dilution: 2025 LTIP reserves 800,000 shares (~6.2% of outstanding); total equity overhang ~8.5%; three-year average annual burn rate ~4.5%, above ISS benchmark of 1.23% for peer grouping; repricing prohibited and minimum one-year vesting applies, with a 5% exception bucket .
Performance & Track Record
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($) | 83,335,764 | 86,466,321 | 81,078,864 |
| EBITDA ($) | 5,582,291* | 6,777,954* | 7,161,628* |
| TSR – Value of initial fixed $100 investment | 117.22 | 100.00 | 148.35 |
| Net Income ($) | 9,176,225 (incl. DTA valuation allowance benefit) | 17,201,204 (incl. DTA valuation allowance benefit) | 3,299,334 |
Values retrieved from S&P Global for EBITDA (*).
Say-on-Pay & Shareholder Feedback
- Advisory say-on-pay vote to be held annually; board recommends “FOR” approval; frequency affirmed at 2024 meeting .
Equity Ownership & Upcoming Vesting Considerations
- Time-based RSUs vest annually on the day after CVU files its Form 10‑K, creating potential calendar-based liquidity windows; performance RSUs vest only upon achievement of annual thresholds, with forfeitures noted in 2023 and 2024, tempering near-term insider selling pressure .
Related-Party Transactions and Red Flags
- No related-party transactions in 2024 .
- Prior internal control reportable events were disclosed for 2022–2023 (RSM audits), though 2024 audit was unqualified; audit firm transition to CBIZ CPAs in 2025 approved by the Audit & Finance Committee .
- Hedging and short sales prohibited; clawback provisions in place; no option repricing allowed without shareholder approval .
Investment Implications
- Pay-for-performance alignment: Balanced incentive design with tangible operating metrics (AP delinquency, net debt proxy, net profit) and demonstrated forfeitures supports discipline; reduced equity grant size in 2024 and higher cash bonus suggest confidence in near-term execution while limiting dilution .
- Retention and change-in-control economics: 18-month severance and 2x total compensation CoC multiple, plus full equity acceleration upon CoC, provide robust retention but could create step-change cash obligations under strategic scenarios; investors should model ~$1.46M cash and ~$0.79M equity acceleration exposure at FY2024 levels for CEO .
- Dilution risk: The proposed 2025 LTIP adds ~6.2% potential dilution; historical burn rate (~4.5% per year) exceeds ISS benchmark, warranting monitoring of grant pacing and performance share usage to mitigate overhang expansion .
- Governance: Independent chair and fully independent committees mitigate dual-role concerns of CEO/director; employee directors receive no board pay; regular executive sessions support oversight .