Bala Padmakumar

About Bala Padmakumar

Bala Padmakumar is Chairman of the Board and Interim Chief Executive Officer of Four Leaf Acquisition Corporation (Four Leaf). He has served on the Board since 2022 and was appointed Interim CEO on December 17, 2024 following the unexpected passing of the prior CEO; he continued to sign SEC filings as CEO through 2025 . He is a technologist and entrepreneur with experience in strategic partnerships, product/business development, private equity and venture environments; he holds a B.Tech. in Chemical Engineering from the University of Madras and an M.S. in Chemical Engineering from Stanford University . Four Leaf is a SPAC; current filings focus on extending the combination period rather than operating performance metrics. The company successfully secured stockholder approval on June 27, 2025 to extend its business combination deadline to as late as June 22, 2026, with 62.7% of public shares redeemed in connection with the vote .

Past Roles

External Roles

Fixed Compensation

• Current Four Leaf filings do not disclose base salary, target/actual bonus, or director retainers for Padmakumar; the company notes only “the possibility of future compensatory arrangements” for officers and directors in connection with a potential business combination .
• No employment agreement, bonus plan, or director fee table specific to Padmakumar is included in the 2025 special meeting proxy materials .

Performance Compensation

• No PSU/RSU grants, stock option awards, performance metrics, or payout curves are disclosed for Padmakumar in current filings .
• SPAC-aligned incentives exist at the sponsor/board level: two directors each hold 25,000 founder shares that vest at close of the initial business combination, evidencing deal-closing incentives among insiders (not attributed to Padmakumar personally) .
• Sponsor economics: 3,576,900 private warrants purchased by the Sponsor at $1.00 each at IPO remain outstanding; these become valuable only if a business combination is completed and the stock trades above the $11.50 exercise price .

Implication: While no executive-specific performance plan is disclosed for Padmakumar, SPAC structures (founder shares, private warrants, and vesting awards for certain directors) generally create strong incentives to consummate a transaction, which can be misaligned with public holders if deal quality is compromised .

Equity Ownership & Alignment

• As of June 13, 2025, ALWA Sponsor LLC beneficially owned 1,305,250 founder shares (32.0%); Alvin Wang controls the Sponsor. The table lists Padmakumar with “—” shares directly, but notes he is a member of the Sponsor and disclaims beneficial ownership beyond any pecuniary interest therein .
• Five percent holders include AQR Capital Management (9.56%), Wolverine Asset Management (6.40%), Meteora Capital (6.27%), and Calamos Market Neutral Income Fund (5.66%) .

Ownership snapshot (record date: June 13, 2025):

Capital/float dynamics around the extension:

• Trust balance at the record date for the special meeting: approximately $31,073,112.16; estimated per-share redemption price ~$11.64 .
• On June 27, 2025, holders of 1,708,386 public shares (62.7% of public float) redeemed; proposals passed to enable up to 12 one-month extensions to June 22, 2026 .

Pledging/hedging and ownership guidelines:

• No disclosures regarding stock pledging, hedging, or executive/director ownership guidelines for Padmakumar were found in the current proxy materials .

Employment Terms

• Appointment: Interim CEO effective December 17, 2024; Padmakumar has served on Four Leaf’s Board since 2022 .
• Contract terms: No employment agreement, non-compete, non-solicit, garden leave, or change-in-control/severance provisions for Padmakumar are disclosed in current filings .
• Sponsor financing: As of the June 13, 2025 proxy, Four Leaf had $2,270,100 of outstanding loans from its Sponsor; these are repayable only upon consummation of an initial business combination or convertible into warrants at $1.00 per warrant at the Sponsor’s option .
• Extension funding: Each one-month extension requires a $75,000 deposit into the Trust Account funded via an unsecured, non-interest-bearing “Extension Note” to the Sponsor; if no deal closes, the notes are forgiven except to the extent of funds available outside the Trust .

Board Governance

• Roles and independence: Padmakumar serves as both Chairman and Interim CEO (dual role), which is not an independent chair structure .
• Committees: The current special meeting proxy does not list committee memberships; no committee roles for Padmakumar are disclosed in these materials .
• Conflicts/incentives: The proxy details that the Sponsor, officers, and directors would lose their entire founder-share investment if no business combination occurs; Sponsor/private warrants become valuable only if a deal closes. The company further notes potential future compensatory arrangements and the existence of Sponsor loans contingent on deal completion, all of which can incentivize insiders to prefer a transaction over liquidation .
• Regulatory risks affecting strategy and timing:
  • CFIUS/foreign ownership: The Sponsor is controlled by a PRC resident (Alvin Wang), creating potential CFIUS review risk for U.S. targets in sensitive sectors, which could delay or block a transaction .
  • Nasdaq 36‑month rule: Extending beyond March 16, 2026 (36 months from Four Leaf’s IPO effectiveness) risks suspension/delisting under Nasdaq Listing Rule IM‑5101‑2; the company flagged this explicitly when seeking an extension to June 22, 2026 .

Compensation Structure Analysis

• No year-over-year executive pay data, cash/equity mix, or performance metric calibration is disclosed for Padmakumar in 2025 proxy materials .
• Structural incentives likely dominate: founder shares convert at de‑SPAC, private warrants struck at $11.50/unit, and extension notes are forgiven if no deal closes—together encouraging completion of any feasible transaction over liquidation .

Related Party Transactions and Red Flags

• Sponsor loans: $2,270,100 outstanding, repayable only if a business combination closes or convertible into warrants—potential alignment issue/conflict given insiders’ financial exposure to deal completion .
• Concentrated insider control: Sponsor and directors collectively held 33.2% of outstanding common stock at the record date; redemptions subsequently shrank public float, likely increasing relative insider influence .
• CFIUS exposure due to Sponsor control by a PRC resident could constrain U.S. target selection and timing .
• Potential Nasdaq non‑compliance risk if de‑SPAC slips beyond 36 months from IPO effectiveness (March 16, 2026) .

Director Compensation (Board Service)

• The special meeting proxy does not provide a director compensation table for 2025. It does disclose that two non‑employee directors each hold 25,000 founder shares that vest at close of an initial business combination; no cash retainers, meeting fees, or equity retainer programs are disclosed in the current materials .

Say‑on‑Pay & Shareholder Feedback

• No say‑on‑pay votes or director pay proposals are included in the 2025 special meeting proxy; the ballot was limited to extensions/adjournment .

Investment Implications

• Alignment and execution risk: The dual role (Chair + Interim CEO), Padmakumar’s membership in the Sponsor, and contingent Sponsor loans create incentives to close a deal, which can favor transaction certainty over target quality if time compresses (investors should underwrite target quality rigorously when a merger is announced) .
• Float/trading dynamics: With 62.7% of public shares redeemed at the June 27, 2025 vote, the remaining public float is materially reduced, which can increase volatility and widen bid‑ask spreads until a de‑SPAC restores broader ownership and liquidity .
• Regulatory overhang: CFIUS considerations and the Nasdaq 36‑month deadline introduce timing and listing‑status risks that can affect deal structure and market reaction into 1H 2026 if the de‑SPAC timeline slips .
• Capital structure and trust: The extension structure (monthly $75,000 deposits via Sponsor extension notes) preserves the trust but adds urgency to complete a transaction before the extended termination date (June 22, 2026), with estimated trust value per share of about $11.64 as of the June 2025 record date shaping redemption calculus at deal announcement .

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