Daniel Solomita
About Daniel Solomita
Daniel Solomita, 49, is Founder, Chairman, President, and Chief Executive Officer of Loop Industries, serving since 2015 and acting as chief architect of Loop’s growth strategy and technology commercialization initiatives . He attended Dawson College (Diploma in Business Administration, 1996) and holds a Microsoft Certified Systems Engineer certification (1998) . Loop is a “controlled company” as Solomita holds 42.0% of common shares and 74.5% combined voting power via one share of Series A Preferred Stock that confers majority voting rights while he maintains a specified ownership threshold . Pay-versus-performance disclosures show pre-commercialization financials and volatile TSR: Net Income of $(21.3)M (FY2023), $(21.1)M (FY2024), $(15.1)M (FY2025) and a $100 initial investment valued at $37.46 (2023), $120.77 (2024), and $42.36 (2025) based on Loop’s TSR .
Past Roles
| Organization/Activity | Role | Years | Strategic impact |
|---|---|---|---|
| Loop Industries | Founder; Chairman, President & CEO | Since 2015 | Leads technology development and commercialization; Board deems him best-situated for combined Chair/CEO role given founder status and industry familiarity . |
| Circular economy – Polyamide landfill remediation projects (North America) | Developer/Entrepreneur | Pre-2015 (not specified) | Early career focused on circular economy, informing Loop’s mission to disrupt plastics via recycling technology . |
External Roles
- No other public company directorships are disclosed for Solomita in the Company’s proxy materials .
Fixed Compensation
Multi-year CEO cash compensation (USD):
| Year | Base Salary ($) | Non-Equity Incentive/Bonus ($) | All Other Compensation ($) |
|---|---|---|---|
| FY2023 | 456,366 | 114,091 | 12,000 |
| FY2024 | 443,669 | 110,917 | 12,000 |
| FY2025 | 432,769 | 216,780 (granted as fully vested stock options) | 12,000 (monthly $1,000 allowance) |
Notes:
- FY2025 annual bonus was determined at target (50% of base) and settled in options rather than cash (181,922 options, fully vested at grant, $1.16 strike, 4-Apr-2025) .
Performance Compensation
Annual incentive design and outcomes:
| Element | Metric(s) / Terms | Weighting | Target | Actual | Payout Form | Vesting |
|---|---|---|---|---|---|---|
| FY2025 CEO Annual Bonus | Strategic partnerships; financing; development of commercial projects | Not disclosed | 50% of base at target | Target achieved | 181,922 stock options in lieu of cash (strike $1.16; grant 4-Apr-2025) | Fully vested and exercisable at grant |
| CEO Bonus Opportunity Framework | Threshold 25%; Target 50%; Max 100% of base (per 2018 employment agreement) | — | — | — | — | — |
Long-term incentives:
- RSUs: 4,000,000 CEO RSUs granted (effective upon 2019 plan share approval) vest in four 1,000,000-unit tranches on milestone achievement: exchange listing; 25,000 MT of DMT/MEG or PET contract; first full-scale plant commercial operation; second full-scale plant commercial operation. Settlements occur 1/5 annually after vest unless deferred .
- Milestone status/deferrals: First and second milestones achieved (2,000,000 RSUs vested); CEO deferred settlements on Oct 14, 2022 (400,000), Oct 12, 2023 (800,000), and Oct 9, 2024 (1,000,000). No RSUs settled since Oct 15, 2021; 1,400,000 vested RSUs remain unsettled .
- Options: 1,500,000 options granted 4-Apr-2025 (strike $1.16; 7-year term), vest equally on Apr 4 of 2026/2027/2028 .
Equity Ownership & Alignment
As of May 20, 2025 (record date), ownership and award status:
| Item | Detail |
|---|---|
| Common shares owned | 19,108,722 |
| Vested RSUs (unsettled) | 1,400,000 (vested from first and second milestones; settlement deferred; no settlement since Oct 2021) |
| Unvested RSUs | 2,000,000 (tied to first and second full-scale plant commercial operation milestones) |
| Options exercisable within 60 days | 181,922 (bonus options; strike $1.16; granted 4-Apr-2025) |
| Options unexercisable | 1,500,000 (time-vest Apr 2026/27/28; strike $1.16) |
| Ownership % of Common | 42.0% |
| Combined voting power | 74.5% (incl. Series A Pref with 69,511,071 votes) |
| Pledging/Hedging | Company prohibits short sales, hedging, and pledging involving derivatives; pledging of Company securities may be permitted only with preclearance; no pledges disclosed for CEO . |
| Ownership guidelines | Not disclosed in proxy . |
Implications:
- Significant unsettled vested RSUs (1.4M) plus future annual settlement cadence (200k per October installment if not deferred) can create periodic tax-withholding-related selling pressure once settlements resume .
- New option grants shift pay mix toward equity leverage and preserve cash, aligning with liquidity management in pre-commercial stage .
Employment Terms
Key CEO agreement economics (Amended & Restated Employment Agreement, July 13, 2018):
| Scenario | Cash | Benefits | Equity Acceleration | Bonus Treatment | Other |
|---|---|---|---|---|---|
| Termination without Cause (no CIC, or >24 months post-CIC) | 24 months base salary (salary continuance) | Company-paid medical benefits up to 24 months | 50% of then-unvested equity vests | Pro-rata actual under cash annual incentive plan, if eligible | Up to $10,000 job search reimbursement; 280G best-net cutback |
| Termination without Cause or Resign for Good Reason within 24 months post-CIC (double trigger) | Lump sum equal to 24 months base salary | Company-paid medical benefits up to 24 months | 100% acceleration of 4,000,000 CEO RSUs | Pro-rata actual (or target if not determinable at termination) plus 2x target bonus | Up to $20,000 job search reimbursement; standard release and restrictive covenants apply |
Other terms:
- Non-competition, non-solicitation, and non-disparagement covenants apply post-employment .
- No CIC tax gross-ups; Company policy does not provide tax gross-ups for CIC payments .
Performance & Track Record
- Operational milestones under Solomita’s leadership in FY2025: formed India JV with Ester Industries for an Infinite Loop facility (engineering, land selection, feedstock sourcing advanced); closed €20M (approx. $20.8M) financing and first technology license with Reed Management (Reed Société Générale Group); advanced customer campaigns, feedstock, and R&D .
- Pay-versus-performance (Company reported metrics):
- Net Income: $(21,300,565) FY2023; $(21,087,000) FY2024; $(15,057,000) FY2025 .
- $100 Initial Investment TSR: $37.46 (2023); $120.77 (2024); $42.36 (2025) .
Board Governance
- Roles: Chairman and CEO roles are combined given founder status and deep institutional knowledge; Board appointed a Lead Independent Director (Laurence Sellyn) and independent directors meet regularly without the CEO .
- Controlled company: Solomita controls >50% voting power; Loop qualifies as a “controlled company” under Nasdaq rules but did not utilize controlled-company exemptions in FY2025 and does not anticipate using them in FY2026 .
- Board/committees (FY2025):
- Audit: Sellyn (Chair), Sams, Stubina; 8 meetings; Sellyn is financial expert .
- Compensation: Stubina (Chair), Sams, Sellyn; 4 meetings .
- Nominating & Governance: Sams (Chair), Stubina; 4 meetings .
- Attendance: Solomita attended 8/8 Board meetings (100%); independent directors also showed 100% committee attendance .
- Director compensation: Employee-directors receive no additional Board pay; Solomita received $0 for Board service .
Director Compensation (Board context)
- Non-employee director policy: $20,000 annual cash retainer; $15,000 for each committee chair; $50,000 for Lead Independent Director; annual RSU grant with target $90,000 value; one-year vest or next AGM; travel expense reimbursement .
Compensation Structure Analysis
- Equity-heavy tilt: In FY2025, CEO’s target bonus was paid entirely in fully vested stock options, and he received an additional 1.5M time-vested options. The Compensation Committee, advised by Global Governance Advisors (GGA), adopted an approach focused on equity (mix of options, limited salary adjustments) to align with shareholder value creation and preserve liquidity during commercialization .
- Stable base salary: CEO base salary was originally set at CAD 598,905 effective Mar 1, 2018 and remains the reference under his agreement; annual USD amounts fluctuate with FX and payroll timing .
- No single-trigger CIC; no CIC tax gross-ups; insider trading policy prohibits short sales/hedging and restricts pledging .
- Say-on-pay support: 99.57% approval at 2024 annual meeting, with program continuity into FY2025 .
Say-on-Pay & Shareholder Feedback
| Year | Outcome |
|---|---|
| 2024 (advisory) | 99.57% votes cast in favor of NEO compensation |
Equity Vesting and Potential Selling Pressure Timeline
- RSU settlements: 1,400,000 vested RSUs deferred; standard settlement cadence is 200,000 units annually post-vest unless further deferrals occur. No RSU settlements since Oct 15, 2021. If settlements resume, periodic sales may occur for tax withholding .
- Options: 181,922 fully vested/exercisable as of Apr 4, 2025 (strike $1.16); 1,500,000 options vest equally on Apr 4 of 2026, 2027, 2028 (strike $1.16) .
Risk Indicators & Red Flags
- Governance concentration: Combined Chair/CEO role and majority voting power heighten key-person and governance concentration risk; mitigants include Lead Independent Director and fully independent key committees .
- Equity overhang: Large vested-but-unsettled RSU balance (1.4M) and future option vesting create potential supply events around settlement/exercise windows .
- Section 16(a) timeliness: One late Form 4 for Solomita in FY2025 (sale for tax purposes) was disclosed .
- Policy safeguards: Prohibition on short sales/hedging and restrictions on pledging; no CIC tax gross-ups; no single-trigger CIC .
Compensation Committee & Peer Benchmarking
- Committee: Entirely independent; oversees philosophy, goals, and incentive design; uses external advisors as needed .
- Consultant: GGA engaged in FY2024–FY2025 to review program and peer comparisons; recommended equity-centric approach in current stage .
Employment Terms (Additional Detail)
- Good Reason definition includes demotion from officer status, substantial diminution of duties, salary reduction inconsistent with across-the-board changes, or relocation >50 km increasing commute by defined thresholds .
- 280G cutback applies to avoid excise tax if more favorable on an after-tax basis .
Investment Implications
- Alignment and control: As a founder-CEO with 74.5% voting power and significant unsettled vested equity, Solomita is highly aligned with long-term equity value, but control concentration reduces external governance levers; execution risk rests heavily on him .
- Liquidity-preserving, equity-heavy pay: FY2025 shift to options (including substituting cash bonus with fully vested options) signals cash conservation ahead of commercialization and increases leverage to upside if milestones/plant commercialization are achieved .
- Potential supply overhang: 1.4M vested-but-unsettled RSUs (no settlements since Oct 2021) and option vesting beginning 2026 could introduce episodic selling/tax-withholding pressure; monitoring 10b5-1 adoptions (none currently) and settlement elections is prudent .
- Retention/CIC economics: Double-trigger CIC with full RSU acceleration and 2x target bonus creates meaningful protection; outside CIC, 50% equity acceleration and 24 months salary provide retention strength but also potential dilution upon certain terminations .
- Execution milestones: FY2025 JV/license progress in India and Europe buttress commercialization narrative; pay outcomes tied to strategic goals (partnerships, financing, project development) were at target, but financials remain pre-revenue with negative net income and volatile TSR; delivery of first/second full-scale commercial operation milestones are key catalysts linked to 2,000,000 unvested CEO RSUs .