Cameron Pforr
About Cameron Pforr
Cameron Pforr, age 60, is M‑tron Industries’ Chief Executive Officer (appointed Nov 6, 2025), having served as Interim CEO since Feb 17, 2025 and as Chief Financial Officer since Oct 3, 2024; he holds a B.S. in Computer Science (William & Mary), an MBA (Wharton), and an M.A. in International Studies (University of Pennsylvania) . He is also a Managing Director of The LGL Group, Inc. (since 2024) . The company’s incentive design references short‑term metrics (revenue growth, EBITDA, EPS, ROE) and a long‑term focus on increasing total market value (TSR), aligning pay with performance . Under his interim leadership in 2025, M‑tron delivered Q3 revenue growth of 7.2% year‑over‑year with a $58.8M backlog, while gross margin was 44.3% amid product mix and tariff costs .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| IronNet, Inc. | President and Chief Financial Officer | 2023–2024 | Led operations and finance; prior public company experience . |
| Fidelis Cybersecurity, Inc. | President and Chief Financial Officer | 2020–2023 | Executive leadership in cybersecurity; federal sector exposure . |
| Jenzabar, Inc. | VP – Strategy & Corporate Development | 2016–2020 | Corporate development and strategy execution . |
| Permabit, Inc. | SVP – Business & Corporate Development | 2013–2016 | BD and corporate development in storage/software . |
| WhipTail Technologies LLC | President and Chief Financial Officer | 2011–2012 | Led flash storage array pioneer to successful sale outcomes . |
| Revolution Partners LLC | Managing Director | 2005–2010 | Senior technology investment banking . |
| Mustang Capital Partners, LLC | Co‑Founder | 2003–2005 | Investment/strategy experience . |
| Deutsche Bank Alex. Brown, Inc. | Director – Tech Investment Banking | 1998–2003 | Technology M&A and capital markets execution . |
External Roles
| Organization | Role | Years |
|---|---|---|
| The LGL Group, Inc. | Managing Director | 2024–present |
| Driving Dynamics Inc. | Director | 2016–2020 |
Fixed Compensation
| Component | Terms / Amount | Notes |
|---|---|---|
| Base Salary | $210,000 per year | Established upon CFO appointment; eligible for annual bonus at Board discretion . |
| 2024 Salary Paid (partial year) | $59,769 | From Summary Compensation Table (CFO service began Oct 3, 2024) . |
| 2024 Cash Bonus | $0 | No bonus disclosed for 2024 for Pforr . |
Performance Compensation
- Plan architecture and metrics: Short‑term metrics include revenue growth, EBITDA, EPS and ROE; long‑term goals include increasing total market value (TSR). No specific metric weightings, targets or payout curves for 2024 were disclosed .
| Metric (Program) | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Annual (Revenue, EBITDA, EPS, ROE) | Not disclosed | Not disclosed | Not disclosed | Not disclosed | Annual |
| Long‑term (Total Market Value/TSR) | Not disclosed | Not disclosed | Not disclosed | Not disclosed | Multi‑year |
Equity Ownership & Alignment
| Category | Detail |
|---|---|
| Total beneficial ownership | 20,000 shares (all unvested RSUs) . |
| Ownership as % of outstanding | <1% of 2,915,189 shares outstanding as of Apr 15, 2025 . |
| Options | None disclosed for Pforr; the program has not granted options to executives since 2022 . |
| Hedging / pledging | Company discourages (but does not prohibit) hedging or pledging of company stock . |
| Clawback | NYSE American/Rule 10D‑1–compliant clawback policy; no clawbacks in 2024 . |
Vesting schedule (Pforr’s 20,000 RSUs granted Oct 3, 2024):
| Tranche | Shares | Vesting Year | Market Value at 12/31/2024 |
|---|---|---|---|
| Tranche 1 | 6,666 | 2025 | Included in $968,600 based on $48.43 close . |
| Tranche 2 | 6,668 | 2026 | Included in $968,600 based on $48.43 close . |
| Tranche 3 | 6,668 | 2027 | Included in $968,600 based on $48.43 close . |
Grant details:
- Initial equity grant: 20,000 restricted shares (grant‑date fair value $914,200; implies ~$45.71 per share), 3‑year vesting, awarded on start date (Oct 3, 2024) .
- Outstanding unvested value at YE 2024: $968,600 at $48.43 closing price (Dec 31, 2024) .
Insider trading / selling pressure considerations:
- Late Form 3 and Form 4 filings in April 2025 documented the RSU grant; administrative cause cited; expect potential trading windows around vesting events subject to insider trading policy and blackout periods .
Employment Terms
| Term | Status |
|---|---|
| Employment agreement | None; Company has not entered into employment agreements with executive officers . |
| Severance / change‑in‑control | Not disclosed for Pforr. For context, predecessor CEO’s Feb 2025 Separation Agreement provided salary through Mar 31, 2025 and a 2024 performance bonus payment ($174,000), suggesting case‑specific arrangements rather than formulaic severance . |
| Clawback policy | Adopted and compliant with NYSE American and Rule 10D‑1; no recoveries required in 2024 . |
| Non‑compete / non‑solicit | Not disclosed. |
| Ownership guidelines | Not disclosed. |
Performance & Track Record
Company operating performance under Pforr’s interim leadership (selected):
| Metric | Q3 2024 | Q3 2025 | YoY |
|---|---|---|---|
| Revenue ($M) | 13.214 | 14.170 | 7.2% |
| Gross Margin (%) | 47.8% | 44.3% | -350 bps |
| Diluted EPS ($) | 0.81 | 0.63 | -22.2% |
| Backlog ($M, period‑end) | 39.8 | 58.8 | +47.9% |
Pay vs Performance context (company-level):
| Metric | 2023 | 2024 |
|---|---|---|
| Value of $100 initial investment (TSR) | $273 | $370 |
| Net Income ($000s) | 3,489 | 7,636 |
Strategic/operational commentary (Q1 2025 call):
- Reiterated focus on defense, avionics, industrials, and space; cited sequential margin improvement initiatives (automation, yields) and tariff management; highlighted strong bookings pipeline including missile, avionics, and drone programs .
- Backlog increased to $55.5M as of Mar 31, 2025; Q1 2025 revenues up 13.8% YoY; Adjusted EBITDA up vs. prior year .
Compensation Committee, Governance, Say‑on‑Pay
- Compensation Committee: Bel Lazar (Chair), Robert V. LaPenta Jr., John S. Mega; all independent per NYSE American .
- Benchmarking: No external consultant; committee benchmarks against median of comparable companies as deemed appropriate; peer list not disclosed .
- Hedging/pledging: discouraged but not prohibited .
- Say‑on‑Pay support: 96.9% approval at the 2024 annual meeting (covering 2023 NEO pay) ; prior year’s say‑on‑pay received ~99.7% support .
Related‑Party & Interlocks (Governance considerations)
- Investment balances held in U.S. Treasury funds managed by GAMCO (related through certain shareholders); $10.4M balance as of Dec 31, 2024; fees embedded in fund NAV (~8 bps) .
- Post‑spin agreements with The LGL Group, Inc. (Separation/Distribution, Tax Indemnity & Sharing, Transitional Services); modest net monthly payment on services; M‑tron reimbursed LGL $105,000 for shared employees in 2024 .
- Pforr also serves as Managing Director at LGL Group (since 2024), an interlock to monitor for potential conflicts, with related‑party policies overseen by the Audit Committee .
Investment Implications
- Alignment and retention: Pforr’s compensation is heavily equity‑based via three‑year RSU vesting (20,000 shares), supporting retention through 2027; lack of an employment agreement suggests lower guaranteed protections but increases at‑risk orientation .
- Ownership signal: Current beneficial ownership is <1%; while equity vests over three years, modest current skin‑in‑the‑game warrants monitoring; insider trading policy and blackout periods may modulate any vest‑related selling pressure .
- Pay‑for‑performance: Program references revenue/EBITDA/EPS/ROE and long‑term TSR, but absence of disclosed weightings/targets limits external assessment of rigor; say‑on‑pay support remains strong (96.9%), indicating shareholder acceptance of design and outcomes .
- Governance watch items: Hedging/pledging not prohibited (discouraged only); late Section 16 filings were administrative; related‑party exposure (GAMCO funds, LGL arrangements) exists but governed via policies/committee oversight .
- Execution lens: As interim CEO, Pforr oversaw growth in backlog and revenue with active commentary on productivity and supply chain; margin normalization depends on mix, yield improvements, and tariff pass‑through; M&A skillset and stated pursuit of accretive deals could be a catalyst, but integration discipline is key .