Jeffrey Brogan
About Jeffrey Brogan
Jeffrey A. Brogan is Vice President, Sales and Marketing at CVD Equipment Corporation; he was appointed on March 23, 2021. He holds a PhD in Materials Science and Engineering from Stony Brook University (1996) and has 25+ years in aerospace/defense sales, technology management, and advanced R&D, including serving as President & CEO of MesoScribe Technologies and leading its sale to CVD in 2017 . Age 55 as of June 16, 2025; tenure as VP since 2021 . Company performance context during his tenure: Total Shareholder Return (TSR) on an initial $100 investment was $113.82 (2021), $149.32 (2022), $120.05 (2023), and $119.24 (2024); Net Income (Loss) was $4,747k (2021), $(221)k (2022), $(4,180)k (2023), and $(1,898)k (2024) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CVD Equipment Corporation – CVD Materials Corporation | Director of Sales & Marketing; GM responsibilities for CVD MesoScribe Technologies Corporation | Nov 2017–Mar 2021 | Led integration of MesoScribe technology/products into CVD; advanced direct-write sensor product commercialization |
| MesoScribe Technologies, Inc. | President & CEO | Pre-2017–2017 | Spearheaded sale of MesoScribe to CVD; transitioned high-performance sensor products to manufacturing using Direct Write MesoPlasma printing |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Not disclosed in reviewed filings | — | — | — |
Fixed Compensation
Multi-year cash compensation (as reported):
| Year | Base Salary ($) | Actual Bonus Paid ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 206,000 | 25,000 | 7,578 | 238,578 |
| 2023 | 203,300 | — | 7,863 | 351,161 |
| 2022 | 196,000 | 58,800 | 3,053 | 305,194 |
Notes:
- Bonuses are under the Company’s Management Bonus Plan; amounts shown reflect earnings for the year, even if paid the following year .
- “All Other Compensation” includes 401(k) match and insurance premiums as disclosed .
Performance Compensation
Annual Incentive (Cash)
| Year | Plan | Metric | Weighting | Target | Actual | Payout ($) | Vesting |
|---|---|---|---|---|---|---|---|
| 2024 | Management Bonus Plan | Not disclosed | Not disclosed | Not disclosed | Not disclosed | 25,000 | Cash (N/A) |
| 2023 | Management Bonus Plan | Not disclosed | Not disclosed | Not disclosed | Not disclosed | — | Cash (N/A) |
| 2022 | Management Bonus Plan | Not disclosed | Not disclosed | Not disclosed | Not disclosed | 58,800 | Cash (N/A) |
Equity Awards (Options)
Grant characteristics and outstanding positions:
| Option Lot | Shares Exercisable | Shares Unexercisable | Exercise Price ($) | Expiration | Vesting Schedule |
|---|---|---|---|---|---|
| 2023 grant | 0 | 15,000 | 14.11 | 3/23/2033 | 25% per year over 4 years; 10-year life |
| 2022 grant | 3,750 | 11,250 | 5.02 | 8/27/2032 | 25% per year over 4 years; 10-year life |
| 2021 grant | 10,000 | 10,000 | 4.01 | 7/15/2031 | 25% per year over 4 years; 10-year life |
| 2017 grant | 20,000 | — | 11.61 | 10/31/2027 | Not disclosed (legacy option) |
Notes:
- No new equity awards granted to named executive officers in 2024; Brogan’s disclosed options are from prior grant cycles .
- Vesting language for recent grants: options vest 25% per year over four years; 10-year term .
Equity Ownership & Alignment
Beneficial ownership and option status:
| As-of Date | Beneficial Ownership (shares) | Percent of Class (%) | Options included in beneficial ownership (within 60 days) |
|---|---|---|---|
| June 16, 2025 | 59,519 | 1.5% | 55,000 |
| June 17, 2024 | 50,769 | <1% | 46,250 |
Option exercisability snapshot (year-end 2023):
| Category | Shares |
|---|---|
| Exercisable options (12/31/2023) | 33,750 |
| Unexercisable options (12/31/2023) | 36,250 |
Governance and alignment indicators:
- Insider Trading Policy in place; Section 16(a) filings were timely in 2024 .
- No disclosure of shares pledged as collateral, ownership guidelines for executives, or hedging prohibitions beyond general policy language in reviewed filings .
Employment Terms
- No individual employment agreement for Brogan disclosed; only the CEO’s agreement is described. The proxy states that, other than the CEO terms, there are no arrangements for compensation of directors or Named Executive Officers and no employment contracts or change-in-control arrangements beyond those set forth .
- Clawback Policy effective October 2, 2023 applies to current and former executive officers; requires recovery of excess incentive-based compensation following a required financial restatement (3-year lookback) .
- Committees: Compensation Committee oversees executive pay; charter authorizes equity grants and reviews policies and practices .
Investment Implications
- Pay-for-performance linkage appears moderate: bonuses vary with the Management Bonus Plan, but specific metrics/weights are not disclosed; equity compensation shifted from meaningful option grants in 2022–2023 to no grants in 2024, increasing cash mix in 2024 (bonus $25k vs. prior no bonus in 2023) .
- Retention and selling pressure: as of mid-2025, Brogan has 55,000 options exercisable or becoming exercisable within 60 days, with expirations extending to 2033, which creates periodic exercise windows; lack of a disclosed employment agreement or severance/change-in-control terms suggests higher at-will flexibility but unclear retention economics .
- Alignment: beneficial ownership at ~1.5% including options aligns interests, though executive ownership guidelines and pledging status are not disclosed; the presence of a mandatory clawback framework is a positive governance safeguard tied to financial reporting integrity .
- Execution track record: Brogan’s background integrates MesoScribe’s technology into CVD and advances direct-write sensor commercialization, consistent with the company’s technology-led strategy; company TSR since 2021 has been volatile (peaked 2022, retraced 2023–2024) while net income remained negative in 2023–2024, implying a challenging operating backdrop for sales-led value creation .