Aaron Lehnhardt

About Aaron Lehnhardt

Aaron J. Lehnhardt is Executive Vice President and Chief Design Officer at Knightscope, serving in this role since November 2015 after initially joining at inception in April 2013 as Chief Designer; he is 52 years old as of the 2025 proxy . He holds a BFA in Transportation Design from the College for Creative Studies and began his career in Ford Motor Company’s Large Truck Design Studio in 1994, contributing to the Aeromax and Excursion programs . His background spans advanced propulsion and product design through leadership roles at Calmotors and his own firm, Lehnhardt Creative LLC, with design work across hybrid supercars, off-road vehicles, and military concepts . Company-level TSR, revenue growth and EBITDA growth tied to his tenure are not disclosed in Knightscope’s proxy filings.

Past Roles

External Roles

Fixed Compensation

• Base salary, target bonus, and actual bonus figures for Mr. Lehnhardt are not disclosed; Knightscope’s 2024 NEO cash compensation framework includes base salary and discretionary annual bonuses, but the NEOs named were the CEO, CFO, and CIO/CISO, not Mr. Lehnhardt .

Performance Compensation

• Executive equity awards are granted under the 2022 Plan; 2024 NEO grants were stock options with a two‑year vesting term (50% at first anniversary and 50% at second) and earlier grants typically vest 25% at year one with monthly vesting thereafter over 36 months . The plan prohibits repricing options/SARs without shareholder approval and subjects awards to Dodd‑Frank 954 clawback policy; maximum option/SAR term is ten years . Specific grant counts, vesting schedules, and fair values for Mr. Lehnhardt are not disclosed.

Equity Ownership & Alignment

• Vested vs. unvested shares, option holdings (exercisable vs. unexercisable), and in‑the‑money values for Mr. Lehnhardt are not disclosed; 2024 year‑end outstanding option tables cover NEOs only .
• Hedging and pledging: Company policy prohibits short sales, hedging, margin accounts, and pledging by officers and directors, with limited exceptions to pledge as loan collateral if capacity to repay without resort to pledged shares can be clearly demonstrated . No pledges are disclosed for Mr. Lehnhardt .
• Stock ownership guidelines and compliance status are not disclosed.

Employment Terms

• Knightscope disclosed employment agreements and severance/change‑in‑control terms for named executive officers (NEOs): upon qualifying termination within one year post‑change‑in‑control, 12 months base salary, 100% target bonus, up to 12 months COBRA, and full equity vesting acceleration with performance goals deemed achieved at greater of actual or 100% target; outside change‑in‑control, 6 months salary continuation and up to 6 months COBRA .
• Mr. Lehnhardt’s specific employment agreement, severance terms, non‑compete/non‑solicit provisions, or contract term are not disclosed.

Performance & Track Record

• Notable achievements: Led designs at Calmotors across hybrid vehicles, off‑road vehicles, and military concepts; partnered at Ride Vehicles LLC on personal mobility vehicle; early contributions to Ford heavy trucks .
• No controversies, failed projects, or individual performance metrics (TSR/financial) tied to Mr. Lehnhardt are disclosed in proxy materials.

Board Governance

• Not a director; committee memberships, governance roles, meeting attendance, and director compensation are not applicable to Mr. Lehnhardt .

Compensation Structure Analysis

• Executive pay mix at Knightscope is anchored by base salary, discretionary annual cash bonuses and stock options; 2024 NEO option awards introduced shorter two‑year cliff vesting (50/50), which can increase near‑term retention risk around anniversary dates if underwater, but also accelerates realizable value alignment when share price improves .
• Repricing is prohibited; clawback provisions are in place, supporting pay discipline and alignment .
• Specific cash/equity mix for Mr. Lehnhardt is not disclosed.

Related Party Transactions & Risk Indicators

• No related party transactions involving Mr. Lehnhardt are disclosed in proxies reviewed.
• Company‑level governance guardrails include anti‑hedging/pledging, clawbacks, and option repricing prohibitions .
• 2024 reverse split and Nasdaq compliance process were highlighted at the company level, though they are not specific to Mr. Lehnhardt .

Compensation Peer Group & Say‑on‑Pay

• Compensation peer group composition, target percentiles, say‑on‑pay results, and shareholder feedback related specifically to Mr. Lehnhardt are not disclosed in available materials.

Expertise & Qualifications

• Education: BFA in Transportation Design, College for Creative Studies (Detroit) .
• Technical expertise: Transportation and vehicle design (hybrid/electric, military, off‑road), product design; early experience at Ford’s truck studio .
• Speaking/teaching: Alias 3D instructor at College for Creative Studies (as per 2023 proxy) .

Work History & Career Trajectory

Equity Ownership & Alignment (Detail)

• Beneficial ownership: 23,263 Class A shares; less than 1% ownership; no Class B disclosed; combined voting power less than 1% .
• Equity plan mechanics: Options typically 10‑year term; vesting standard 25%/one‑year then monthly; 2024 grants to NEOs used 50/50 two‑year vest; performance awards may be used; change‑in‑control treatment may accelerate or convert awards per plan administrator discretion .
• No evidence of pledging or hedging by Mr. Lehnhardt; prohibited by policy .

Investment Implications

• Limited disclosure on Mr. Lehnhardt’s individual pay and equity grants constrains precision of pay‑for‑performance and vesting pressure analysis; monitor Form 4 filings for transactions, vesting‑related sales, and any pledged collateral changes as primary trading signals. The company’s policy framework (anti‑hedging/pledging, clawback, repricing prohibition) reduces misalignment and governance risk at the plan level .
• Ownership is modest (<1%), implying lower direct selling pressure risk from large personal stakes; alignment relies on option participation not disclosed in proxies—watch future proxy “Outstanding Equity Awards” tables and plan amendments for insight into his equity exposure and vest dates .
• Change‑in‑control terms disclosed for NEOs include full vesting acceleration; while Mr. Lehnhardt’s agreement isn’t disclosed, any similar treatment would increase retention value pre‑transaction and potential windfall risk at deal close for option holders .
• Track record points to deep domain expertise in vehicle/platform design; execution risk hinges on translating design leadership into product adoption and margin expansion—a company‑level outcome not attributed to individual executives in proxies.

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