William Walker
About William Walker
William (Will) Walker is Chief Technology Officer of KULR, appointed effective November 1, 2022, after joining in March 2022 as Director of Engineering. He is 35 years old, with a B.S. in Mechanical Engineering (West Texas A&M University) and a Ph.D. in Materials Science & Engineering (University of Houston). He previously led lithium-ion battery thermal safety work at NASA Johnson Space Center and was a Research Scientist at Underwriters Laboratories; he received NASA Trailblazer and RNASA Stellar awards for early career contributions in Li‑ion battery calorimetry and safety . As context for his tenure, KULR’s pay-versus-performance table shows a $100 initial investment valued at $43.48 (2022), $6.88 (2023), and $128.62 (2024), reflecting significant volatility and a sharp recovery in 2024 .
Company performance snapshot (context):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($) | 3,994,634* | 9,830,166* | 10,737,481* |
| EBITDA ($) | (18,026,583)* | (20,197,851)* | (13,434,121)* |
| *Values retrieved from S&P Global. |
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| NASA Johnson Space Center | Engineer/Scientist (Li‑ion battery thermal safety) | 2012–2021 | Co-invented and advanced calorimetry methods (FTRC); designed battery assemblies to mitigate thermal runaway for human spaceflight . |
| Underwriters Laboratories | Research Scientist | 2021–2022 | Thermo‑electrochemical testing and analysis of Li‑ion assemblies; safety and standards-oriented research . |
| KULR Technology Group | Director of Engineering | Mar 2022–Oct 2022 | Led battery safety testing and thermal management initiatives prior to promotion to CTO . |
External Roles
No current public-company directorships or external board roles disclosed for Walker .
Fixed Compensation
| Year | Base salary ($) | Target bonus % | Actual bonus ($) | Notes |
|---|---|---|---|---|
| 2023 | 223,703 | Not disclosed | 0 | As reported in Summary Compensation Table . |
| 2024 | 228,270 | Not disclosed | 50,000 | Bonus approved Dec 26, 2024 . |
Performance Compensation
Equity awards (RSUs) and structure:
| Grant | Type | Shares | Grant date | Vesting | Performance metric | Grant-date fair value / SCT treatment |
|---|---|---|---|---|---|---|
| Time-based RSUs | RSU | 100,000 | Nov 1, 2022 | 25% on each of Nov 1, 2023/2024/2025/2026 | Service-based (no explicit KPI) | Appointment 8‑K described the share grant (not fair value); RSU agreements filed for other execs; Walker’s grant described in 8‑K body . |
| Time-based equity in SCT | Stock awards | 43,750 | 2023 (date not specified) | Four equal annual increments | Service-based (no explicit KPI) | Summary Compensation Table shows $266,000 stock awards for Walker and notes 43,750 shares vesting over four years . |
Annual cash incentive:
| Year | Metric framework | Target | Actual | Payout ($) | Vesting/Timing |
|---|---|---|---|---|---|
| 2024 | Board discretion; no metrics disclosed | Not disclosed | Not disclosed | 50,000 | Approved Dec 26, 2024 . |
Key structural provisions influencing incentives and retention:
- The company adopted a Clawback (Compensation Recovery) Policy effective Nov 29, 2023, requiring recovery of incentive compensation upon certain accounting restatements .
- The 2025 Equity Incentive Plan (pending/approved for use effective Nov 21, 2025) authorizes performance awards and enumerates possible KPIs (e.g., EPS, revenues/margins, cash flow, TSR, ROIC), but Walker’s disclosed awards are service‑based time vesting, not KPI‑based .
Note on share counts: KULR effected a 1‑for‑8 reverse stock split on June 23, 2025; historical share amounts in disclosures are restated to reflect this split unless noted otherwise .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (as of Sep 24, 2025 record date) | 33,021 shares; <1% of outstanding . |
| Unvested equity at FY‑end | 39,063 unvested stock units with market value $1,109,375 as of Dec 31, 2024 . |
| Additional unvested units excluded from beneficial ownership calc | 165,625 RSUs that do not vest within 60 days of Sep 24, 2025 were excluded from the beneficial ownership table footnote . |
| Options outstanding | None disclosed for Walker in the Outstanding Equity Awards table (stock awards only) . |
| Pledging/hedging | Insider Trading Policy in place; no specific pledging disclosures identified for Walker . |
| Ownership guidelines | Not disclosed in the proxy for executives . |
Vesting overhang and potential selling pressure:
- 2022 RSU grant vests 25% on Nov 1 each year from 2023–2026, creating predictable settlement windows that can coincide with Form 4 activity and potential incremental supply around those dates .
- The 2025 Equity Incentive Plan authorizes 7,500,000 shares (~15% potential dilution on the 2025 record date), a broad company-level overhang to consider when assessing equity supply, though not specific to Walker .
Employment Terms
- Employment agreement: The company states it has not entered into employment agreements with its officers; salaries and bonuses are at Board discretion .
- Severance provisions: No Walker-specific severance provisions disclosed; (for context, a former COO received a severance payment of $99,551 upon resignation in 2024) .
- Change-in-control: For future awards under the 2025 Plan, service‑based awards accelerate at CoC unless continued/assumed on substantially the same terms; performance awards may be earned based on actual-to-date or target (full or pro‑rated) at Compensation Committee discretion . Walker’s 2022 RSU grant description did not disclose CoC terms specific to his award .
- Clawback: Compensation Recovery (clawback) policy aligned to SEC rules for restatements, effective Nov 29, 2023 .
- Insider trading: Policy in place; governance documents posted .
- Compensation Committee: Members are Joanna Massey, Donna H. Grier, and Aron Schwartz (chair); authority to retain outside advisors; composition changed when Schwartz joined June 6, 2025 .
- Reverse split: 1‑for‑8 reverse split effected June 23, 2025; share and per‑share disclosures restated in proxy .
Investment Implications
- Pay-for-performance alignment: Walker’s realized incentives are primarily service‑based RSUs plus discretionary cash bonus; there are no disclosed KPI‑linked metrics or weighting for his awards, which limits transparency/rigor of pay-for-performance alignment at the individual level . The new 2025 Plan enables KPI‑based awards, but Walker’s disclosed grants are time‑based .
- Retention vs. selling pressure: A meaningful portion of Walker’s compensation is unvested equity with scheduled annual vesting (notably on/around Nov 1 for the 2022 grant), which supports retention but may create periodic supply upon settlement and any subsequent sales. As of 12/31/2024, 39,063 units remained unvested (valued ~$1.11M), and 165,625 RSUs did not vest within 60 days of the 9/24/2025 record date, indicating ongoing equity overhang tied to service-based vesting .
- Alignment and ownership: Beneficial ownership is <1%, so economic alignment relies on unvested RSUs rather than substantial outright ownership; no executive ownership guidelines are disclosed .
- Governance risk controls: A formal clawback policy (post‑restatement) and insider trading policy are in place, mitigating some governance risks; however, lack of an employment agreement implies limited severance/change‑in‑control protection for Walker (beyond plan‑level terms) and may increase mobility risk if external opportunities arise .
- Capital structure overhang: The 2025 Plan’s 7.5M share pool (~15% potential dilution at record date) could weigh on long-term equity value if fully utilized; on balance, it also provides runway to recruit/retain critical talent, including Walker’s team .
All share counts reflect the company’s reverse split adjustments where noted .