Stacy Kuperus

About Stacy Kuperus

Stacy Kuperus is Chief Portfolio Officer at FTAI Aviation, responsible for execution across the company’s portfolio; she has served in this role since March 2021 and was elected an “officer” for Section 16 reporting on April 15, 2025. She previously held various aviation platform roles at Fortress Investment Group beginning in 2014; she holds a B.S. in Accounting from Nyack College . Company performance in 2024 included Adjusted EBITDA of $862.05 million and total shareholder return of 215% (value of $100 investment grew to $315), underscoring strong operating momentum during her tenure in senior operations leadership .

Past Roles

Organization	Role	Years	Strategic impact
Fortress Investment Group (Private Equity Group – Aviation)	Various roles leading operational and organizational structure	2014–2021	Led development of operating framework supporting growth of FTAI Aviation’s portfolio
FTAI Aviation Ltd.	Chief Portfolio Officer	Mar 2021–present	Responsible for execution of business operations across the portfolio of assets
FTAI Aviation Ltd.	Elected Section 16 officer	Apr 15, 2025	Board elected her an “officer” for Exchange Act reporting

External Roles

Organization	Role	Years	Strategic impact
Not disclosed	—	—	—

Fixed Compensation

Not disclosed for Ms. Kuperus in the latest proxy; 2024 named executive officer disclosures cover CEO and CFO only .

Performance Compensation

Company-wide 2025 incentive architecture for named executive officers: annual bonuses tied 75% to Adjusted EBITDA and 25% to individual performance; long-term PSUs tied to relative TSR vs S&P 400 (50%) and adjusted EPS (50%) over three years, alongside time-vested RSUs .
A one-time 2024 “Outperformance PSU” program was granted to a group including the CEO and CFO with rigorous three-year TSR targets; participation by Ms. Kuperus is not disclosed .
Equity plan governance (affecting all eligible participants under the new plan): minimum one-year vesting, no repricing/cash buyouts, dividends deferred until vesting, clawback coverage, and no single-trigger vesting on change-in-control when awards are assumed .

Equity Ownership & Alignment

Item	Detail	Source
Form 3 reporting status	Became a Section 16 reporting officer on Apr 15, 2025; Form 3 filed Apr 16, 2025
Latest Form 4 transaction	Purchase of 1,087 Ordinary Shares at $92.90 on May 2, 2025
Shares owned after transaction	88,423 direct shares
Shares outstanding (reference)	102,555,975 Ordinary Shares outstanding as of Apr 1, 2025
Ownership as % of outstanding	≈0.086% (computed: 88,423 / 102,555,975)
Hedging/pledging policy	Company prohibits hedging and pledging (margin accounts and pledges) for directors, executive officers and employees; exceptions only under limited circumstances

Note: Ownership % computed from disclosed shares owned and shares outstanding.

Employment Terms

Term	Provision	Details
Officer status	Section 16 officer	Board elected Ms. Kuperus an “officer” for Exchange Act purposes on Apr 15, 2025
Contract/severance	Not disclosed	No offer letter or severance terms disclosed for Ms. Kuperus in the proxy/8-K
Clawback	Policy applies to executive officers	Recovery of incentive-based comp upon required accounting restatement; committee may also recoup time-based equity for gross misconduct causing restatement
Insider trading	Policy & enforcement	Insider Trading Compliance Policy filed; anti-hedging/anti-pledging restrictions noted above

Vesting Schedules and Insider Selling Pressure

Insider activity: Ms. Kuperus purchased 1,087 shares at $92.90 on May 2, 2025, increasing direct holdings to 88,423; no sales are disclosed in that filing, suggesting positive alignment at that time .
Specific vesting schedules for her equity awards are not disclosed in the proxy; governance terms under the 2025 Omnibus Plan include minimum one-year vesting and deferred dividends until vesting .

Performance & Track Record

Metric	2024	Source
Total shareholder return (TSR) – value of $100 investment	$315
Net Income	($32,079,000)
Adjusted EBITDA	$862,050,000

Business overview notes 2024 as “transformational,” with strong strategic and financial milestones supporting future growth .
Ms. Kuperus’ remit spans operational execution across assets, aligning her role with delivery of portfolio-level performance .

Related Party Transactions

Relationship	Description	2024 Compensation	Governance assessment	Source
Adult sibling of Ms. Kuperus	Full-time VP employed by the Company (non-officer)	$300,188	Compensation comparable to peers; determined under standard practices

Compensation Structure Analysis

2025 compensation design for NEOs tightened pay-for-performance: heavier reliance on Adjusted EBITDA for annual bonuses, introduction of PSUs with relative TSR and adjusted EPS over 3 years, and continued RSUs for retention .
Equity plan protections mitigate shareholder risk: no repricing/cash buyouts, clawback coverage, minimum vesting, and no single-trigger vesting on change-in-control when awards are assumed .
Consultant independence: FW Cook retained; Compensation Committee determined no conflicts of interest in 2024 .

Governance, Policies, and Ownership Controls

Anti-hedging/anti-pledging policies formalized in Insider Trading Compliance Policy; margin accounts and pledges prohibited for insiders, supporting alignment and reducing forced selling risks .
Corporate governance includes independent Compensation Committee and adoption of clawback policy covering executive officers .

Investment Implications

Alignment: Insider open-market purchase in May 2025 and prohibitions on hedging/pledging strengthen alignment and reduce near-term selling pressure risk .
Retention: While individual award details for Ms. Kuperus aren’t disclosed, company-wide plan design (RSUs plus PSUs with multi-year metrics) and clawback policy suggest retention and accountability frameworks are in place .
Execution risk: Ms. Kuperus’ operational remit spans portfolio execution; 2024 performance metrics (Adjusted EBITDA and TSR) indicate strong momentum, but continued delivery against multi-year targets will be key, particularly as 2025 incentives emphasize EBITDA and relative TSR/EPS outcomes .
Governance watchpoints: A related-party employment of her adult sibling was disclosed and benchmarked as comparable; continue monitoring for any changes in related-party transactions and future filings for her specific compensation, vesting, and ownership guideline status .