Thomas Humble
About Thomas Humble
Thomas Humble is a Founder of ECD Automotive Design and served as Chief Experience Officer (CXO) and Sales Director; he managed the business since its start in 2013, covering import/export, shipping logistics, sourcing vehicles, vendor management, and the end-to-end client experience . He was age 39 as of July 2025 , and his employment terminated on November 11, 2025 per a Separation Agreement filed by the company . During his tenure, ECD’s net revenue grew 29.1% year-over-year to $25.2 million in FY 2024, with gross margin at 23.4% (up ~100 bps vs 2023), though net loss widened to $10.8 million; in Q2 2025 revenue increased 9% year-over-year while net loss deepened due to higher G&A and interest expense . Humble’s biography highlights prior leadership of sales efforts in Europe for Nike, Volkswagen, Audi, and Porsche before transitioning to self-employment in the U.S. .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ECD Automotive Design | Founder; Chief Experience Officer and Sales Director | 2013–2025 | Led sales and client experience; managed import/export, logistics, sourcing, vendor management, delivery, and warranty . |
| Nike; Volkswagen; Audi; Porsche (Europe) | Sales Director roles | Not disclosed | Recognized for leading sales efforts across several international organizations prior to U.S. self-employment . |
| ECD Auto Design UK Ltd. | Co-founder (with Emily Humble) | Since July 2021 | Established UK logistics center to source vehicles and rare parts; integrated sourcing-to-delivery process . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Overland Auto Transport d/b/a Luxury Automotive Transport (“TransportCo”) | Director and co-owner | Since 2019 | Intermediates transportation services for ECD; ECD payments were $103,308 in 2024 and $196,425 in 2023 under a related-party agreement; written agreement dated Sept. 27, 2023 (Exhibit 10.18) . |
Fixed Compensation
| Year | Base Salary (USD) | Target Bonus % | Actual Bonus Paid (USD) | Other Compensation (USD) | Notes |
|---|---|---|---|---|---|
| 2021 | $85,000 | Not disclosed | $18,901 | $5,400 | Additional $18,568 paid by ECD UK . |
| 2022 | $40,000 | Not disclosed | $24,150 | $3,600 | Additional $39,774 paid by ECD UK . |
| 2023 | $125,000 (pre-business combination) / $320,000 (post-BC) | Not disclosed | Not disclosed (Board discretion) | $5,000 | Bonus may be based on company revenue, profitability, and other factors at Board’s sole discretion . |
| 2024 | $320,000 | Not disclosed | Not disclosed (Board discretion) | $24,000 | Footnote notes monthly dividends may be paid upon achievement of certain KPIs; not included in bonus line . |
Performance Compensation
- Structure: Annual bonuses may be awarded at the Board’s sole discretion and may be based on the Company’s total revenue, profitability, and other factors; monthly dividends tied to certain KPIs are referenced but not itemized by executive .
- Specific metrics, weightings, targets, actual results, payout formulas, and vesting mechanics for Humble’s incentive compensation are not disclosed in the proxy/10-K .
| Incentive Type | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Discretionary Annual Bonus | Revenue; profitability; other Board-determined factors | Not disclosed | Not disclosed | Not disclosed | Not disclosed | Cash (timing not disclosed) . |
| Monthly KPI-linked dividends | KPIs (unspecified) | Not disclosed | Not disclosed | Not disclosed | Not disclosed | Cash (structure not disclosed) . |
Equity Ownership & Alignment
| Reference Date | Shares Beneficially Owned | Ownership % | Shares Outstanding Basis | Notes |
|---|---|---|---|---|
| Nov. 27, 2024 | 5,280,000 | 16.6% | 36,199,662 | Address: 4390 Industrial Lane, Kissimmee, FL 34758 . |
| Apr. 11, 2025 | 5,280,000 | 14.9% | 35,385,662 | Does not include warrants; group holds 70.0% . |
| July 2, 2025 | 5,280,000 | 11.1% | 47,582,259 | Group holds 52.6% . |
- Shares pledged as collateral: No pledging disclosure found in DEF 14A (2024/2025) or FY 2024 10-K .
- Stock ownership guidelines and compliance status: Not disclosed in DEF 14A or 10-K .
- Options/RSUs: No option or RSU awards for Humble are disclosed; CFO Piggott received fully vested options for up to 100,000 shares in January 2025 (contextual peer detail) .
Employment Terms
| Term | Detail |
|---|---|
| Termination Date | Employment terminated effective November 11, 2025 . |
| Base Salary at Termination | $320,000 annual rate; paid through termination date . |
| Severance Cash | $172,000 total, equal to 6 months base salary ($160,000) plus 6 months automobile allowance ($12,000); paid in six equal monthly installments beginning the month of the Effective Date . |
| Equity Issuance | On or before the last day of each month, May–Oct 2026, the Company will issue unregistered common shares valued at $32,000 per month, calculated using the highest closing price within the 10 days prior to issuance . |
| COBRA | Company to pay full COBRA premium for up to 6 months post-termination or until ineligible . |
| Restrictive Covenants | Non-competition, non-interference, non-disparagement, and confidentiality provisions included; general release provided . |
| Review/Revoke Window | 21-day review period; 7-day revocation right; Effective Date is the 8th day after execution if not revoked; execution by CEO Scott Wallace and Thomas A. Humble dated November 16, 2025 . |
| Breach Consequences | If Employee breaches the Agreement, must repay amounts received (except $100 consideration), forfeits future benefits, and may owe Company’s defense costs; Company breach preserves Employee’s right to sue under specified sections . |
| Expense Reimbursement | Reimbursement for unreimbursed business expenses submitted within 10 days post-termination per policy . |
Compensation Structure Notes
- The company is an emerging growth company with limited executive compensation disclosure; summary tables are provided and bonuses are discretionary, potentially tied to revenue/profitability, with KPI-linked monthly dividends referenced but not itemized .
- Post-business combination plans to develop a more formal program aligned with creation of shareholder value and administered by the compensation committee are stated (forward-looking) .
Related Party Transactions and Governance
- TransportCo agreement: ECD pays a company owned by Humble’s father for transportation intermediation; amounts were $103,308 in 2024 and $196,425 in 2023; Humble and his brother Elliot are directors of TransportCo but receive no compensation; a written agreement dated Sept. 27, 2023 governs services and compensation (Exhibit 10.18) . The DEF 14A provides similar background and 2024/2023 amounts .
- Family relationships: Thomas and Emily are husband and wife; Thomas and Elliot are brothers .
- Departure rationale: Company states cessation of employment for Emily and Thomas was due to personal reasons, not due to any disagreement regarding operations, policies, or practices; Emily continues as a board member .
- Board structure and attendance: Board meets regularly and directors met at least 75% attendance in last fiscal year; Thomas was listed as CXO at July 2025 and as a director in prior disclosures .
Performance & Track Record Context
| Period | Net Revenue | Gross Margin | Net Loss | Commentary |
|---|---|---|---|---|
| FY 2024 vs. FY 2023 | $25,165,733 vs. $19,492,606 (+29.1%) | 23.4% in 2024; up ~100 bps vs. 2023 | $(10,771,451) vs. $(1,178,906) | Growth driven by increased unit production and higher ASP; profitability pressured by public company costs and interest expense . |
| Q2 2025 vs. Q2 2024 | $7,015,892 vs. $6,454,418 (+9%) | Gross profit down; higher shipping/custom fees | Net loss $(4,270,294) vs. $(2,029,495) | G&A and equity comp up; interest expense higher on added debt and repayment timing . |
Risk Indicators & Red Flags
- Equity supply overhang: Severance provides six monthly issuances of unregistered common stock valued at $32,000 per month (May–Oct 2026), which could add incremental share supply depending on registration and sale timing .
- Related party exposure: Ongoing payments to TransportCo controlled by Humble’s father pose potential conflict-of-interest risk, mitigated by audit committee policies but notable in governance analysis .
- Leadership transition: Departure of CXO and Chief Product Officer in Nov 2025 introduces execution and retention risk in sales/client experience; company cites personal reasons and no disagreements, with Emily retaining a board seat .
- Pledging/hedging: No disclosure found on pledging or hedging by Humble; absence of explicit policies/guidelines in filings reviewed .
Investment Implications
- Alignment vs. liquidity: Humble’s sizable stake (5.28 million shares; 11–17% across 2024–2025 share count bases) indicates strong historical alignment, but post-termination severance equity issuances in 2026 may create localized selling pressure or trading signals around issuance windows .
- Execution risk: The simultaneous departure of two founder-level executives from operating roles elevates near-term execution risk in sales, client experience, and product oversight despite management’s assurance of no internal disagreements and Emily’s continued board role .
- Governance watchpoints: Related-party transport services and family relationships warrant continued monitoring of audit committee oversight and transaction terms; this is a recurring disclosure and relevant for pay-for-performance and independence assessment .
- Compensation structure: Discretionary bonuses without disclosed targets/weights reduce pay-for-performance transparency; investors should monitor future compensation committee frameworks post-business combination for clearer performance linkage .