Juliet Stone
Senior Vice President, Government Affairs and Special Projects at MOTORCAR PARTS OF AMERICA
Executive
About Juliet Stone
Juliet Stone, 52, is Senior Vice President, Government Affairs and Special Projects at Motorcar Parts of America (MPAA); she served as Vice President, General Counsel and Corporate Secretary from September 2019 through June 10, 2025, when she was appointed to her current role. She is admitted to practice law in California, holds a J.D. from USC Law Center and a B.A. in Economics–Business from UCLA, and previously held senior legal roles at Stamps.com, Hanmi Financial, and BBCN/Nara Bancorp . Company performance during fiscal 2025 included net sales +5.5% to $757.4M, gross profit +16.1% to $153.8M, cash from operating activities $45.5M, and notable stock appreciation around earnings release dates (June 2024 price $4.75 vs. June 2025 price $9.72), underscoring operational progress and incentive alignment through cash flow and TSR-linked awards .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Stamps.com | Senior Corporate Counsel | Feb 2017 – Aug 2019 | Led legal support for e‑commerce shipping; regulatory and commercial contracting |
| Hanmi Financial Corporation | General Counsel | Nov 2013 – Jan 2017 | Oversight of bank legal, governance, and regulatory affairs |
| BBCN Bancorp, Inc. / Nara Bancorp, Inc. | Legal roles including General Counsel | 2006 – 2013 | Consolidation and governance across community banking platforms |
Fixed Compensation
| Component | FY2025 Amount | Notes |
|---|---|---|
| Base Salary | $361,063 | Actual earned and paid |
| Holiday Bonus | $100 | Company-wide annual holiday gift |
| All Other Compensation | $53,096 | Insurance $42,264; 401(k) employer contribution $10,832 |
Performance Compensation
Annual Cash Incentive Plan (FY2025)
| Metric | Weight | Threshold | Target | Maximum | Actual | Payout Contribution |
|---|---|---|---|---|---|---|
| Net Income after Adjustments ($) | 25% | 14,611,500 | 17,190,000 | 19,768,500 | 16,556,000 | 21.9% |
| Net Sales ($) | 25% | 743,563,000 | 761,022,000 | 778,480,000 | 757,354,000 | 22.4% |
| Cash from Operating Activities ($) | 50% | 20,391,200 | 25,489,000 | 30,586,800 | 45,477,000 | 75.0% |
- Aggregate achievement: 119.3% of company performance goals (vs. 75% in FY2024) .
- Juliet Stone’s target cash incentive opportunity: $144,690; total actual incentive payment: $172,615 .
Equity Awards (FY2025 grants)
| Award Type | Target Shares | Grant Date Fair Value | Vesting / Performance |
|---|---|---|---|
| RSUs | 18,588 | $126,584 | Time-based; vests 1/3 each anniversary over 3 years |
| PSUs (Relative TSR) | 18,587 | $162,488 | 3-year performance; TSR vs Russell 3000 (ex-Financials/RE). Threshold 30th, Target 55th, Max 80th percentile |
Grant schedule detail (FY2025 plan-based awards):
- 6/21/2024: PSUs threshold/target/max 5,576/11,152/16,728; RSUs 11,153 (grant date FV $74,614) .
- 11/25/2024: PSUs threshold/target/max 3,718/7,435/11,153; RSUs 7,435 (grant date FV $51,971) .
Vesting outcomes for prior PSUs (granted 6/20/2022):
- Company metrics: EBITDA adj below threshold (0%); Net Sales adj $768M (62.3% of target); Relative TSR 35th percentile (60% of target); overall credit 36.7% .
- PSUs vested for Juliet Stone: 2,839 shares .
Stock awards vested in FY2025:
| Name | Shares Vested | Value Realized |
|---|---|---|
| Juliet Stone | 17,404 | $160,294 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 45,221 shares; includes 21,429 options currently exercisable; <1% of outstanding shares |
| Options Outstanding (exercisable) | 14,300 @ $17.12 exp. 9/10/2029; 7,129 @ $15.12 exp. 6/16/2030 |
| Unvested RSUs (as of 3/31/2025) | 2,579 ($24,501); 11,153 ($105,954); 7,435 ($70,633) |
| Unearned PSUs (as of 3/31/2025) | 2,839 ($26,971) for 2022 grant; 23,229 ($220,676) stock-price hurdle 2023 grant (est. 100%); 16,728 ($158,916) 6/21/2024 TSR grant (est. 150%); 11,153 ($105,949) 11/25/2024 TSR grant (est. 150%) |
| Ownership Guidelines | NEOs must hold 2x base salary within ~5 years; as of 3/31/2025, Ms. Stone held less than 2x salary; prior compliance date referenced Sept 11, 2024 |
| Hedging/Pledging | Company prohibits hedging and pledging of company securities; insiders subject to pre-clearance and trading windows |
| Deferred Compensation | Aggregate balance $207,410; aggregate earnings $7,413 in FY2025; election to receive payments over two years at age 55 |
Employment Terms
| Provision | Terms for Juliet Stone (as disclosed) |
|---|---|
| Change-in-Control – Equity (single-trigger for PSUs) | PSUs granted in FY2024/2025 vest upon change in control at the greater of target or performance-to-date; other performance awards vest at target |
| Change-in-Control with Involuntary Termination (double-trigger) | All equity awards vest; Ms. Stone equity value estimate: $228,057 (CoC with involuntary termination) |
| Change-in-Control (no termination) | Equity value estimate: $485,540 (PSU vesting at maximum for FY2025 grants per plan assumption) |
| Clawback | Company maintains executive clawback compliant with SEC/Nasdaq; applies to incentive comp tied to financial reporting upon restatement |
| Insider Trading Policy | Pre-clearance, 10b5‑1 plan rules, short‑swing prohibition; hedging/pledging prohibited |
Compensation Peer Group and Say‑on‑Pay
- FY2025 peer group included: Dorman Products, Fox Factory Holding, Modine Manufacturing, Myers Industries, Shyft Group, Standard Motor Products, Stoneridge, STRATTEC, Gentherm, Superior Industries, VOXX; expanded for FY2026 to add Titan International, Columbus McKinnon, Holley, Europac Tool Group, Douglas Dynamics, L.B. Foster, NN, Inc. (WTW advisor) .
- Say‑on‑Pay approval: 90% of votes cast approved executive compensation at the September 5, 2024 annual meeting .
Performance & Track Record (Company context during Stone’s tenure)
| Metric | FY2025 Outcome |
|---|---|
| Net Sales | $757.4M (+5.5% YoY) |
| Gross Profit | $153.8M (+16.1% YoY) |
| Cash from Operating Activities | $45.5M |
| Stock Price Context | $4.75 (6/11/2024 earnings release) vs $9.72 (6/9/2025 earnings release) |
- FY2025 annual cash incentive metrics emphasized Cash from Operations (50% weight), Net Income (25%), and Net Sales (25%)—matching investor feedback priorities and enhancing pay-for-performance alignment .
Risk Indicators & Red Flags
- No legal proceedings or disqualifying events reported for Ms. Stone over the last ten years; standard disclosure indicates no adverse securities law findings .
- Company prohibits hedging and pledging; stock ownership guidelines require 2x salary for NEOs, with Ms. Stone below guideline as of 3/31/2025 (monitor alignment and expected progress) .
- Clawback policy in place per SEC/Nasdaq; mitigates earnings restatement risk on incentive comp .
Investment Implications
- Pay-for-performance alignment: Stone’s FY2025 cash incentive tied 100% to company metrics with heavy weighting to Cash from Operations; realized 119.3% achievement and $172,615 payout, reinforcing focus on cash generation and profitable growth .
- Retention dynamics: Multi-year RSUs and TSR-based PSUs with scheduled vesting (6/21 and 11/25 grant cycles) and realized vesting value of $160,294 in FY2025 create predictable trading windows and potential tax-driven selling pressure; monitor Form 4 filings around vest dates .
- Ownership alignment: Beneficial ownership is <1% and below 2x salary guideline as of 3/31/2025; while hedging/pledging is prohibited, continued accumulation toward guideline would improve alignment signals .
- Event-driven optionality: PSUs include single-trigger vesting upon change in control at the greater of target or performance-to-date, while broader equity vests on a double-trigger (CoC + involuntary termination); equity acceleration estimates ($485,540 CoC; $228,057 CoC+termination) inform deal-proxy sensitivity .
- Governance support: 90% Say‑on‑Pay approval and use of independent consultant (WTW) with updated peer group reduce compensation inflation and committee risk; ongoing emphasis on cash metrics aligns with investor priorities .