Emmanuel Lakios
About Emmanuel Lakios
Emmanuel Lakios is Chief Executive Officer and President of CVD Equipment Corporation, appointed January 22, 2021 and elected to the Board on July 15, 2021. He is 63 years old and holds a BE in Mechanical Engineering with a focus in Materials Science from SUNY Stony Brook (1984), with 30+ years of experience across aerospace, semiconductor, data storage and optical devices, and several process/device patents . Under SEC “Pay vs. Performance,” CVD’s TSR-based value of an initial $100 investment was $149.32 (FY2022), $120.05 (FY2023), and $119.24 (FY2024), while reported Net Income was a loss of $221k (FY2022), loss of $4,180k (FY2023), and loss of $1,898k (FY2024) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Veeco Instruments Inc. | President, Process Equipment Group; EVP Field Operations | 1984–2003 | Led multiple positions culminating in group leadership |
| Imago Scientific Instruments | EVP Field Operations; President & COO | 2003–2011 | Scaled from pre‑revenue to commercial leadership in 3D atomic-scale tomography |
| Sensor Electronic Technology, Inc. (SETi) | President & CEO | Jan 2015–Feb 2017 | Transitioned company from R&D to leading global commercial UV LED supplier |
| CVD Equipment Corporation | VP Sales & Marketing | Feb 2017–Jan 2021 | Commercial leadership prior to CEO appointment |
External Roles
No current external public-company directorships for Mr. Lakios are disclosed in the proxy; his service is focused on CVD’s Board and executive management .
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary ($) | 388,600 | 415,000 |
| Bonus ($) | — | — |
| All Other Compensation ($) | 19,522 | 20,744 |
| Total ($) | 1,108,112 | 435,744 |
| Notes | 2023 includes option awards grant-date FV $699,990 | No equity awards granted to NEOs in 2024 |
All Other Compensation detail (FY2024): 401(k) match $10,350 and health/life/disability premiums $10,394 .
Performance Compensation
Annual Incentives (Management Bonus Plan)
| Year | Metric(s) | Weighting | Target | Actual | Payout ($) | Vesting |
|---|---|---|---|---|---|---|
| 2024 | Not disclosed in proxy | — | — | — | — | — |
| 2023 | Not disclosed in proxy | — | — | — | — | — |
Equity Incentives
| Grant Type | Grant Year | Grant-Date Fair Value ($) | Vesting | Notes |
|---|---|---|---|---|
| Stock Options | 2023 | 699,990 | 25% per year over 4 years; 10-year life | Time-based; no RSU/PSU awards disclosed for CEO in 2023–2024 |
Equity Awards Outstanding (as of 12/31/2024)
| Exercise Price ($) | Expiration | Exercisable | Unexercisable |
|---|---|---|---|
| 14.11 | 3/23/2033 | 18,750 | 56,250 |
| 5.02 | 8/17/2032 | 37,500 | 37,500 |
| 4.26 | 6/1/2031 | 75,000 | 25,000 |
| 10.30 | 2/6/2027 | 100,000 | — |
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Total Beneficial Ownership (shares) | 281,358 |
| Ownership % of Shares Outstanding | 4.1% |
| Shares Outstanding | 6,881,838 |
| Options exercisable or becoming exercisable within 60 days | 275,000 |
| Director/Executive Ownership Group (11 persons) | 1,978,473 shares; 28.7% of class |
| Insider Trading Policy | Adopted; applies to directors, officers, employees |
| Clawback Policy | Effective Oct 2, 2023; recovers incentive comp for restatements (3-year lookback) |
No specific disclosure of hedging or pledging prohibitions for executives is provided in the cited proxy sections .
Employment Terms
| Term | Provision |
|---|---|
| Agreement Date | June 1, 2021 (Lakios Employment Agreement) |
| Initial Base Salary | $288,000; reviewable for increases (not decreases) by Compensation Committee |
| Bonus Eligibility | Participate in senior executive bonus/incentive plans as determined by Committee |
| Death/Disability | Pro rata bonus for year of termination (if applicable) |
| Termination for Cause | All stock option grants (vested/unvested) immediately terminate and are null/void |
| Termination Without Cause or for Good Reason | Pro rata bonus for year of termination; continued base salary and company-paid medical benefits for 9 months post-termination |
| Non-Compete/Non-Solicit/Confidentiality | Customary restrictive covenants in favor of the Company |
Board Governance (service history, committees, dual-role implications)
- Board service: Elected to CVD’s Board July 15, 2021; continues as CEO and Director .
- Dual-role implications: Chairman of the Board is independent (Lawrence J. Waldman), mitigating CEO/Chair concentration risk; five of six directors are independent per NASDAQ standards .
- Committee roles: Audit Committee (Waldman Chair; Brill; Wasser), Compensation Committee (Lotfi Chair; Africk; Waldman), Nominating/Governance/Compliance (Brill Chair; Lotfi; Wasser). Lakios is not on committees; he provides input on executive compensation for other executives but does not participate in deliberations on his own compensation .
- Independent director sessions: Nine meetings held in FY2024 without management present .
- Audit Committee activity: Four meetings in FY2024; all members attended ≥75% .
Say‑on‑Pay & Shareholder Feedback (2025 Annual Meeting)
| Proposal | For | Against | Abstain | Broker Non‑Votes |
|---|---|---|---|---|
| Advisory approval of NEO compensation | 2,717,857 | 22,289 | 17,985 | 2,206,675 |
Performance & Track Record
Operating Performance
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|
| Revenues ($) | 16,447,000 | 25,813,000 | 24,109,000 | 26,876,000 |
| EBITDA ($) | -3,922,000* | -956,000* | -3,816,000* | -2,449,000* |
Values retrieved from S&P Global.*
Pay vs Performance Indicators
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Value of $100 Investment (TSR) ($) | 149.32 | 120.05 | 119.24 |
| Net Income (Loss) ($ Thousands) | (221) | (4,180) | (1,898) |
Investment Implications
- Pay-for-performance alignment: CEO compensation in 2024 was predominantly fixed cash with no equity awards or bonus, while “Pay vs. Performance” shows continued losses; 2023 included a sizable option grant vesting over four years, indicating a long-dated, time-based incentive rather than near-term performance-tied pay .
- Insider selling pressure and overhang: Significant outstanding options with strikes at $4.26–$14.11 and expirations through 2027–2033; monitor for potential exercises as tranches vest (25% annually) and as expirations approach .
- Ownership alignment: Lakios beneficially owns 281,358 shares (4.1% of class), with 275,000 options exercisable or becoming exercisable within 60 days, offering moderate alignment with shareholders while still leaving a notable option component .
- Retention and change-of-control economics: Severance of nine months base salary and medical benefits for termination without cause/for good reason and pro rata bonus on death/disability suggests modest retention economics without excessive parachutes; cause termination forfeits all options, strengthening discipline .
- Governance quality: Independent Chair and majority-independent Board with active independent sessions; CEO not on committees; Audit Committee meets quarterly and maintains independence and a financial expert, reducing dual-role concerns and enhancing oversight .
- Shareholder sentiment: Strong support for executive compensation program in 2025 say‑on‑pay vote given high “For” tallies (2,717,857 vs. 22,289 “Against”) .
- Risk controls: Formal clawback policy adopted in 2023 for restatements adds a compliance backstop; Insider Trading Policy in place, though hedging/pledging specifics are not disclosed in proxy extracts reviewed .