Paul Eremenko
About Paul Eremenko
Independent Class II director at Eve Holding, Inc. (EVEX), age 45, serving since 2022; current term expires at the 2027 annual meeting. He is CEO of P-1 AI, Inc. (since 2024), advisor to New Vista Capital (since 2021), and a member of the investment committee of Alloy Group Inc. (since 2024). Prior roles include Chairman & CEO of Universal Hydrogen; SVP & CTO at United Technologies (2018–2019); CTO at Airbus; founding CEO of Acubed (2015) and member of Airbus Ventures’ investment committee; Chairman of APWORKS; Director of Engineering at Google ATAP (2013–2015); senior roles at Motorola Mobility; and program leadership at DARPA. He holds degrees in aeronautics from MIT and Caltech, a J.D. from Georgetown, and is a private pilot .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Universal Hydrogen Co. | Chairman & CEO | Not disclosed | Led hydrogen aviation startup |
| United Technologies Corp. | SVP & Chief Technology Officer | 2018–2019 | Enterprise technology leadership |
| Airbus SE | Chief Technology Officer | Not disclosed | Oversaw technology; chaired APWORKS (additive manufacturing) |
| Acubed (Airbus) | Founding CEO | From 2015 | Established Silicon Valley innovation center; Airbus Ventures investment committee member |
| APWORKS GmbH | Chairman | Not disclosed | Aerospace additive manufacturing oversight |
| Google ATAP | Director of Engineering | 2013–2015 | Advanced tech programs |
| Motorola Mobility | Engineering leadership | Not disclosed | Advanced tech roles |
| DARPA (TTO) | Program Manager; Deputy/Acting Director | Not disclosed | Large systems/platforms; Distinguished Public Service Medal |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| P-1 AI, Inc. | Chief Executive Officer | Since 2024 | Founder-CEO |
| New Vista Capital | Advisor | Since 2021 | Advisory role |
| Alloy Group Inc. | Investment Committee Member | Since 2024 | Investment oversight |
Board Governance
- Classification and tenure: Class II director; term expires 2027 (staggered board) .
- Independence: Determined independent under NYSE rules (despite controlled company status) .
- Committee assignments: Compensation Committee member (chair: Marion C. Blakey); Compensation Committee includes one non-independent member (Gerard J. DeMuro) per controlled company exemptions .
- Attendance: Board held 9 meetings in 2024; each incumbent director attended at least 75% of board and committee meetings .
- Board leadership: Chair is Luis Carlos Affonso; CEO is Johann Bordais; roles are separated .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Annual cash retainer ($) | $60,000 | $60,000 |
| Committee chair fees ($) | Not applicable to Eremenko | Not applicable to Eremenko |
| Total cash paid ($) | $60,000 | $60,000 |
Notes:
- Standard independent director retainer: $60,000; Audit Chair +$25,000; Compensation Chair +$20,000 (not applicable to Eremenko) .
Performance Compensation
| Grant Year | Type | Units | Grant-Date Fair Value ($) | Basis | Vesting |
|---|---|---|---|---|---|
| 2023 | RSUs | 15,000 | $137,250 | $9.15 per share valuation | First anniversary of grant; prior director grants amended to one-year vesting |
| 2024 | RSUs | 28,249 | $151,132 | Calculated using $5.31/share; ASC 718 fair value $5.35/share | First anniversary of grant |
Policy:
- Annual director equity grant target: $150,000 FMV; vesting on first anniversary .
- No options granted as part of equity program .
Other Directorships & Interlocks
| Entity | Type | Relationship |
|---|---|---|
| Embraer Aircraft Holding, Inc. (EAH) | Controlling shareholder (82.8%) | EAH has nomination and committee appointment rights proportional to ownership; designates board chair; several EVEX directors were nominated by EAH (including Eremenko) |
- Controlled company status under NYSE rules; not required to have majority-independent board; Eremenko assessed independent .
- Significant related-party activity with Embraer (MSAs, shared services, lease, private placement), overseen per policy and Audit Committee .
Expertise & Qualifications
- Aerospace manufacturing/engineering and executive leadership across Airbus and UTC; innovation leadership (Acubed, Google ATAP, DARPA). Degrees in aeronautics (MIT, Caltech) and J.D. (Georgetown); private pilot .
Equity Ownership
| Holder | Shares | % Outstanding | Notes |
|---|---|---|---|
| Paul Eremenko | 30,000 | <1% | Beneficial ownership as of April 2, 2025 |
| Director ownership policy | Required value | Compliance window | Notes |
| Non-employee directors | 5× annual cash retainer (i.e., 5×$60,000) | Within 5 years of joining board | Policy disclosed; individual compliance status not disclosed |
Policy and Risk Controls:
- Hedging and pledging of EVEX and Embraer securities prohibited for directors/officers/employees; margin accounts disallowed .
- Clawback policy covering incentive compensation for executive officers (SEC/NYSE-compliant); director equity awards time-based; no options .
Governance Assessment
-
Positives
- Independent status and strong aerospace/technology credentials; valuable for product certification, industrialization, and technology strategy .
- Active Compensation Committee member; board separation of chair/CEO enhances oversight .
- Attendance threshold met; director ownership policy and anti-hedging/pledging reduce misalignment risk .
-
Watch items
- Controlled company with EAH holding 82.8% and extensive related-party transactions (services, lease, capital) increases perceived influence; EAH committee representation rights and chair designation can constrain independence of committees, including Compensation (one non-independent member) .
- Individual compliance with director stock ownership guidelines not disclosed; Eremenko joined in 2022 and remains within the 5-year window .
-
RED FLAGS
- Controlled-company structure and breadth of related-party transactions with Embraer (MSA fees ~$82.8M in 2024; Atech MSA ~$3.6M; shared services ~$1.08M; Taubaté facility lease ~$0.61M; warehouse move/IT ~$0.82M; 2024 private placement with Embraer participation) warrant ongoing scrutiny of board independence and conflict oversight .
- Compensation Committee not fully independent due to controlled company exemptions .
Overall, Eremenko’s independence, attendance, and domain expertise support board effectiveness, while controlled-company dynamics and substantial Embraer transactions present governance risks that investors should monitor through committee actions and related-party reviews .