Brian Kabot
About Brian Kabot
Independent director of Momentus Inc. since August 2021; age 47; serves as Chair of the Compensation Committee. Kabot has 20+ years in principal investing, including roles at Sterling Partners (Senior Advisor since mid‑2021) and previously as CIO of Stable Road Capital; B.S. in Hotel and Restaurant Administration from Cornell University . He is an independent director under Nasdaq rules; all directors (other than the CEO) are independent . The Board held 26 meetings in 2024 and all directors attended at least 75% of Board meetings .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sterling Partners | Senior Advisor | mid‑2021–present | Investment advisory to diversified investment platform |
| Stable Road Capital | Chief Investment Officer; consultant thereafter | CIO Jul 2017– (continues as consultant) | Investment leadership at single‑family office |
| Eschaton Opportunities Fund Mgmt. LP | Director of Research | May 2016–Jul 2017 | Hedge fund research lead |
| Riverloft Capital Management L.P. | Partner & Deputy Portfolio Manager | Jan 2011–Apr 2016 | Event‑driven fund leadership |
| Gulf Coast Capital | Managing Director | Mar 2009–Dec 2010 | Family office investing |
| Sun Capital Partners hedge fund | Industrial/Materials/Energy vertical lead | Aug 2006–Jan 2009 | Activist/cross‑cap structure strategy |
| Reservoir Capital Group | Senior Analyst | Feb 2005–Jul 2006 | Investment analysis |
| Questor Management Company | Associate | May 2003–Feb 2005 | Distressed/bankruptcy investing |
| Donaldson, Lufkin & Jenrette | Analyst, Merchant Banking Partners | Jun 2000–Apr 2003 | Early‑career banking/investing experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The Cannabis ETF (NYSE: THCX) | Strategic Advisor | Named Jul 2019 | ETF managed by Innovation Shares LLC |
| Treehouse Real Estate Investment Trust (private) | Director; Chair, Investment Committee | Dec 2018–Dec 2020 | Private REIT board service |
| Old Pal, LLC (private) | Director | Since Jun 2018 | Private cannabis brand company |
| Grenco Science LLC (private) | Director | Since Jul 2019 | Private portable vaporizer developer |
No other public company directorships are disclosed .
Board Governance
- Committee assignments: Chair, Compensation Committee; members: Kabot (Chair), Chris Hadfield, Mitchel B. Kugler .
- Independence: Independent director (Nasdaq rules) .
- Attendance: Board met 26 times in 2024; all directors attended at least 75% .
- Board leadership/structure: CEO serves as Chair; Linda J. Reiners is Lead Independent Director .
- Compensation Committee advisor: F.W. Cook engaged in 2024 for executive and non‑employee director compensation; no additional services >$120k; committee independence procedures followed .
- Interlocks: None of the Compensation Committee members were company officers; no interlocks disclosed .
Fixed Compensation (Director)
| Component | Amount | Notes |
|---|---|---|
| 2024 Fees Earned (cash) | $61,250 | Actual cash director compensation for 2024 for Kabot |
| Annual Board Member Retainer (policy) | $100,000 | Payable quarterly; applies to all outside directors |
| Chairperson of the Board (additional) | $60,000 | Additional to board retainer (if applicable) |
| Lead Independent Director (additional) | $30,000 | Additional to board retainer |
| Committee Member Retainers (policy) | Audit $20,000; Compensation $15,000; Disclosure $15,000; Nominating & Corporate Governance $10,000 | Annual, payable quarterly |
| Committee Chair Retainers (policy, in lieu of member fee) | Audit Chair $30,000; Compensation Chair $22,500; Disclosure Chair $22,500; Nominating & Corporate Governance Chair $15,000 | Kabot is Compensation Chair |
Notes:
- 2024 stock awards to directors: None; no outstanding director equity awards as of 12/31/2024 .
- Policy also provides reimbursement of reasonable Board‑related travel expenses .
Performance Compensation (Director)
Policy: Non‑employee directors receive RSUs under the Equity Incentive Plan — initial grant valued at $350,000 vesting in three equal annual installments; thereafter an annual RSU equal to 0.128% of shares outstanding vests at the earlier of first anniversary or day before next annual meeting. Accelerated vesting on death, disability, or change in control; RSUs are time‑based (no performance conditions) .
Kabot’s disclosed director equity events (vesting/settlement into common stock):
| Award/Transaction | Date | Shares | Terms / Metrics |
|---|---|---|---|
| RSU → Common Stock (vesting) | 2024‑05‑29 | 2,400 | Time‑based RSUs vested in full on 5/29/2024; no performance metrics |
| RSU → Common Stock (vesting) | 2024‑11‑01 | 222 | Time‑based RSUs vested in 3 equal annual installments on 8/12/2022/2023/2024 |
| Equity acquisition (non‑open market, likely award/settlement) | 2025‑06‑30 (filed 2025‑07‑03) | 16,294 | Director acquisition reported on Form 4; details in SEC filing |
Clawback: Equity awards under the 2021 Equity Incentive Plan are subject to any company clawback policy and applicable law .
Other Directorships & Interlocks
| Company | Type | Role | Potential Interlocks/Conflicts |
|---|---|---|---|
| SRC‑NI Holdings LLC (Stable Road Acquisition Corp. sponsor) | SPAC sponsor entity | Managing member (with two others) | Beneficial ownership of sponsor securities not attributed to Kabot individually per footnote; sponsor held 2,054 shares as of 2/11/2022 Schedule 13D/A |
| Old Pal, LLC; Grenco Science LLC; Treehouse REIT | Private | Director roles | No disclosed Momentus related‑party transactions tied to these entities |
Related‑party transactions: Company discloses general indemnification agreements and a written related‑party transactions policy requiring Audit Committee approval for transactions >$120,000; no Kabot‑specific related‑party transactions are disclosed for 2024/2025 .
Expertise & Qualifications
- Principal investing and special situations experience across hedge funds, family offices, and private equity, including leadership roles at Stable Road Capital and Sterling Partners; background spans industrials, materials, energy, and distressed/bankruptcy investing .
- Compensation governance: Chair of Compensation Committee with access to independent advisor (F.W. Cook) .
- Education: B.S., Cornell University (Hotel and Restaurant Administration) .
Equity Ownership
| As‑of Date | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| 2025‑10‑10 | 22,698 | <1% | Direct holdings; footnote notes he is not deemed beneficial owner of SRC‑NI’s 2,054 shares; 14,583,946 shares outstanding |
| 2025‑04‑03 | 2,511 | <1% | Footnote indicates 458 shares held directly; 4,779,337 shares outstanding |
- Hedging/Pledging: Company policy prohibits hedging transactions; no pledging or hedging by directors permitted .
- Outstanding director equity awards at 12/31/2024: none (for all non‑employee directors) .
Governance Assessment
- Strengths:
- Independent director; chairs Compensation Committee; committee uses an independent compensation consultant and maintains independence safeguards .
- Attendance and engagement: Board met frequently (26x in 2024); all directors met at least the 75% attendance threshold, supporting governance bandwidth during a capital‑intensive period .
- Hedging prohibitions and clawback framework apply to equity awards, supporting alignment and risk control .
- Watch‑items/RED FLAGS to monitor:
- SPAC sponsor affiliation: Kabot is a managing member of SRC‑NI (Stable Road sponsor). While proxy footnotes state he is not deemed a beneficial owner of sponsor securities (and sponsor holdings are small), the affiliation may be perceived as a historical conflict; continued disclosure and Audit Committee oversight mitigate risk .
- Ownership alignment: Direct ownership remains modest (<1%); director compensation in 2024 was entirely cash with no RSU grants outstanding at year‑end, limiting incremental equity alignment that year .
- Capital structure sensitivity: Company pursued warrant repricings, inducement warrants, and equity line approvals in 2025; while not specific to Kabot, the environment elevates governance scrutiny of dilution and incentive design under his Compensation Committee leadership .
Appendices
Director Compensation Detail (2024)
| Metric | 2024 |
|---|---|
| Fees Earned or Paid in Cash ($) | $61,250 |
| Stock Awards ($) | $0 (none granted in 2024) |
| Total ($) | $61,250 |
Non‑Employee Director Compensation Policy (selected terms)
| Item | Policy Amount/Terms |
|---|---|
| Annual Board Member Retainer | $100,000 |
| Chairperson of Board (additional) | $60,000 |
| Lead Independent Director (additional) | $30,000 |
| Committee Member Retainers | Audit $20,000; Compensation $15,000; Disclosure $15,000; Nominating & Corporate Governance $10,000 |
| Committee Chair Retainers | Audit $30,000; Compensation $22,500; Disclosure $22,500; Nominating & Corporate Governance $15,000 |
| Equity Grants | Initial RSUs valued at $350,000 (3‑yr vest); annual RSUs equal to 0.128% of shares outstanding (1‑yr vest or to next AGM); accelerated vesting on death, disability, change of control |
Insider Trading/Ownership Filings
- Form 4 (filed 11/05/2024): RSU conversions to common stock — 2,400 shares vested 05/29/2024; 222 shares vested 11/01/2024; also reports 28,750 shares indirectly by SRC‑NI at that time .
- Form 4 (filed 07/03/2025 for 06/30/2025): Acquisition of 16,294 shares (non‑open market) .
Beneficial Ownership Tables (select excerpts)
- As of Oct 10, 2025: Kabot 22,698 shares; “Less than one percent”; footnote clarifies non‑attribution of SRC‑NI sponsor shares (2,054) to individual managing members .
- As of Apr 3, 2025: Kabot 2,511 shares (footnote notes 458 held directly); “Less than one percent” .