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Maximiliano Ojeda

Maximiliano Ojeda

Chief Executive Officer at MGO Global Inc.
CEO
Executive
Board

About Maximiliano Ojeda

Co-founder of MGO Global; Chairman and Chief Executive Officer since the company’s inception in November 2021. Age 47; born in Argentina; attended UADE Business School. Career background spans business development, contract negotiations, high-touch client engagement, and technology across hospitality, U.S. real estate, land development, and ecommerce. Dual role (CEO and Chairman) confirmed.

Past Roles

OrganizationRoleYearsStrategic impact
Douglas Elliman Real Estate; The Corcoran Group (NYC)Real estate brokerage executive2011–2017Led high-end client engagement and land development; relationships that led to introduction to the Leo Messi organization and MGO’s formation.
Luxury hoteliers (Argentina)VIP client relations and managementEarly career (pre-2011)High-touch hospitality and client service foundation.

External Roles

OrganizationRoleYearsNotes
Has not previously held any directorships in reporting companies.

Fixed Compensation

Metric202220232024 (as amended)
Base salary ($)118,750 180,000 325,000 (Annual Base Salary per March 27, 2024 amendment)
Target bonus (% of salary)Up to 25% of base salary; discretionary, based on predetermined performance goals set by the Board
Actual bonus paid ($)135,000 — (not disclosed)
PerquisitesAuto lease/insurance: $7,807 Life insurance premium: $1,307 Life and disability insurance premiums reimbursed up to $10,000/year; $1,000/month car allowance

Performance Compensation

  • Cash incentives: Annual bonus is discretionary, with target up to 25% of base salary based on predetermined goals set by the Board; actual 2023 bonus paid was $135,000.

  • Equity and vesting schedules:

    • 2024 RSUs: 100,000 RSUs granted on March 27, 2024; vest and convert into shares in equal installments quarterly over fiscal 2024.
    • 2024 Stock options: 100,000 options, five-year term; exercise price set at 110% of the prior-trading-day close; cliff vest on January 1, 2025.
    • Legacy awards (2023 year-end outstanding): 10,000 options exercisable and 20,000 unexercisable at $50.00 strike expiring 01/12/2028; all 30,000 canceled on April 23, 2024. RSUs outstanding at 12/31/23 vested into shares on 02/17/2024.
IncentiveMetricWeightingTargetActual/PayoutVesting
Annual bonus (cash)Discretionary; Board-determinedNot disclosedTarget up to 25% of base salary2023 payout $135,000Annual
RSUs (2024 grant)Service-basedNot disclosed100,000 unitsN/A (service vesting)Equal quarterly installments over FY2024
Options (2024 grant)Service-basedNot disclosed100,000 options; strike = 110% of prior-day closeN/A (service vesting)100% vests 01/01/2025; 5-year term
Legacy options (2018 plan)Service-based30,000 @ $50Canceled 04/23/2024Prior schedule; canceled

Equity Ownership & Alignment

As-of dateShares beneficially owned% of outstandingNotes
Nov 18, 2024497,42517.13%Includes 39,400 shares held by MGOTEAM LLC over which Ojeda shares control with Virginia Hilfiger.
Dec 31, 2024497,4255.4%Includes same 39,400 via MGOTEAM LLC; lower % reflects higher shares outstanding.
Pledging / HedgingInsider trading policy prohibits holding in margin accounts, pledging as collateral, and hedging (options, swaps, collars); proxy also states no known arrangements (including pledges) that may result in a change in control.
Director feesOnly independent directors received director compensation; employee-directors (incl. CEO) did not.

Options and RSUs outstanding/vesting:

  • 12/31/2023: 10,000 options exercisable; 20,000 unexercisable @ $50, exp. 01/12/2028; all 30,000 later canceled on 04/23/2024. RSUs outstanding at 12/31/2023 vested on 02/17/2024.
  • 2024 grants: 100,000 RSUs (quarterly vesting FY2024); 100,000 options (vest 01/01/2025).

Employment Terms

TermKey details
AgreementTwo-year Executive Employment Agreement dated July 19, 2022; amended and restated on Oct 13, 2022; Amendment No.1 effective Mar 27, 2024 (compensation and equity updated).
Base salary$325,000 per annum (effective 2024 amendment).
BonusDiscretionary annual performance bonus, target up to 25% of base salary, based on predetermined goals set by the Board.
Benefits/perquisitesExecutive benefits; life and disability insurance premiums reimbursed up to $10,000 annually; $1,000/month automobile allowance.
Equity100,000 RSUs (3/27/2024) vesting quarterly in FY2024; 100,000 stock options (5-year term) vesting 1/1/2025 at 110% of prior-day close.
Severance (without cause / good reason)Accrued amounts; plus 12 months of base salary and COBRA, and a lump-sum payment equal to 100% of base salary.
ClawbackCompany-wide clawback policy covering current/former executive officers for excess incentive compensation upon an accounting restatement (3-year look-back).
Insider tradingPre-clearance, blackout windows; prohibits short sales, publicly-traded options, hedging, and pledging/margin.

Board Governance

  • Board/committee roles: Director since November 2021; serves as Chairman of the Board; not listed on any board committees (Audit, Compensation, Nominating).
  • Independence and structure: Board composed of a majority of independent directors; CEO is not independent and also chairs the board. Audit (Chair: Ping Rawson), Compensation (Chair: Obie McKenzie), and Nominating & Governance (Chair: Jeffrey Lerner) committees are composed of independent directors; Audit chair is a financial expert.
  • Meeting attendance: 2023 attendance was 100% for directors in the periods served; Board met five times and acted by unanimous written consent three times in 2023.
  • Dual-role implications: CEO + Chairman concentrated authority is partially mitigated by majority independent board and independent committee chairs.

Executive & Director Compensation Summary (multi-year)

Component2022 ($)2023 ($)
Salary118,750 180,000
Bonus135,000
Stock awards (RSUs)45,453
Option awards292,636
All other comp (perqs)7,807 (auto/insurance) 1,307 (life insurance premium)
Total126,557 654,396

Related Party Transactions and Controls

  • Loans/settlements: In 2022, the Company borrowed $39,642 from and paid $21,976 to the Chairman and CEO; in 2023, $52,404 was paid to the CEO (no borrowings in 2023). Accounts payable owed to the CEO was $423 as of 12/31/2023.
  • Policy controls: Audit Committee pre-approves related-party transactions; Insider Trading Policy and Clawback Policy in place; Board committees are independent.

Risk Indicators & Red Flags

  • Dual role (CEO + Chairman) and discretionary bonus structure (no disclosed quantitative performance metrics) increase reliance on board oversight.
  • Legacy options granted at high strike ($50) were canceled on 04/23/2024; subsequent 2024 grants reset LTI structure (100k RSUs and 100k options), which may reduce risk but indicates prior awards were likely out-of-the-money.
  • Prior related-party loans were cleared but underscore historical reliance on executive financing in 2022.

Investment Implications

  • Alignment and potential supply: Ojeda’s beneficial ownership is significant (497,425 shares; 17.13% as of 11/18/2024; 5.4% as of 12/31/2024 due to share count changes), and hedging/pledging is prohibited—supporting alignment. However, 100,000 RSUs vesting across 2024 and 100,000 options vesting on 01/01/2025 could add incremental selling capacity upon vesting.
  • Pay-for-performance calibration: 2024 package formalizes target bonus (25% of base) and introduces sizeable RSU and option grants with time-based vesting; lack of disclosed quantitative performance metrics for bonus suggests oversight will rely on board discretion rather than objective targets.
  • Governance balance: CEO also serves as Chairman, but majority independent board, fully independent key committees, and an audit chair identified as a financial expert are mitigating governance features.
  • Severance economics: Without-cause/good reason terms include 12 months of salary and COBRA plus an additional lump sum equal to 100% of base salary—above a simple 1x multiple—potentially elevating change/transition costs.
  • Historical related-party activity has been addressed; ongoing clawback and insider trading policies reduce reputational and compliance risk.