Michael Beer
About Michael Beer
Michael Beer, age 43, is Chief Financial Officer of Energy Vault (NRGV) and has served in this role since April 2024; he previously held capital markets and finance leadership roles at FreeWire Technologies (CFO, 2021–2024) and Luminar Technologies (Head of Financial Strategy & IR, 2017–2021), following seven years as a Senior Research Analyst at Citigroup in Hong Kong and Singapore and earlier coverage roles at Bear Stearns and Wolfe Research in New York . He holds an MBA from the Wharton School (University of Pennsylvania) and undergraduate degrees in Finance and Entrepreneurship from the University of Arizona’s Eller College of Management; his appointment as CFO was effective April 15, 2024 . For 2024, Energy Vault’s corporate bonus scorecard achieved 20.5% of target across metrics of contract bookings, recognized revenue, gross margin, end‑of‑year unrestricted cash, and safety; Beer was awarded 50% of his target bonus pursuant to a guaranteed minimum in his employment agreement, with equity grants structured to reinforce long‑term stock price alignment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| FreeWire Technologies, Inc. | Chief Financial Officer | 2021–2024 | Led finance at an EV charging and energy storage leader during growth phase |
| Luminar Technologies, Inc. (Nasdaq: LAZR) | Head of Financial Strategy & Investor Relations | 2017–2021 | Drove capital markets strategy culminating in public listing |
| Citigroup Inc. | Senior Research Analyst (Hong Kong/Singapore) | 2010–2017 | Covered transportation, logistics, and infrastructure across Asia |
| Bear Stearns; Wolfe Research | Equity Research (North American transportation coverage) | — | Sell‑side coverage of transportation sector (New York) |
External Roles
| Organization | Role | Years |
|---|---|---|
| Cambridge Future Tech Ltd. (UK) | Board of Directors | Current |
| Vest Coast Capital | Partner | Current |
Fixed Compensation
| Metric | 2024 | 2025 |
|---|---|---|
| Cash Annual Base Salary ($) | $375,000 | $375,000 |
| Target Annual Cash Bonus (% of Base) | 100% | 100% |
| 2024 Cash Bonus Details | Value |
|---|---|
| Corporate Objectives Achievement (%) | 20.5% |
| Beer Bonus Payout vs Target | 50% (guaranteed per agreement) |
| Bonus Paid ($) | $126,202 |
| 2024 Total Reported Compensation | Amount ($) |
|---|---|
| Salary | $252,404 |
| Bonus | $126,202 |
| Stock Awards (grant‑date fair value) | $1,182,000 |
| Option Awards (grant‑date fair value) | $744,000 |
| All Other Compensation | $6,563 (401(k) match) |
| Total | $2,311,169 |
Performance Compensation
| Corporate Objective (2024) | Weighting | Assessed Performance | Weighted Performance |
|---|---|---|---|
| Contract Bookings | 30% | 35% | 10.5% |
| Recognized Revenue | 20% | 0% | 0% |
| Gross Margin | 20% | 0% | 0% |
| End‑of‑Year Unrestricted Cash | 20% | 0% | 0% |
| Safety | 10% | 100% | 10% |
| Total | 100% | — | 20.5% |
| Equity Incentives (May 16, 2024 Inducement Grants) | Shares/Units | Vesting | Performance/Payout Terms |
|---|---|---|---|
| RSUs (time‑based) | 600,000 | 25% on June 30, 2025; remainder in 12 equal quarterly installments thereafter (subject to continued service) | — |
| PSUs (market‑based) | 600,000 total; reported at threshold as 200,000 “unearned” units | Vest contingent on stock price hurdles within May 16, 2025–May 16, 2028 (subject to continued service) | Tranches vest upon 20 of 30 trading days at or above $3.50, $4.50, and $5.50; each hurdle vests ~33.33% of PSUs (200,000 units) |
| Stock Options | 800,000 | 25% on June 30, 2025; remainder in 12 equal quarterly installments thereafter (subject to continued service) | $1.17 exercise price; expires May 16, 2034 |
Equity Ownership & Alignment
| Metric (as of 12/31/2024 or 3/31/2025 where noted) | Value |
|---|---|
| Beneficial Ownership (Shares) | — (no number reported) |
| Beneficial Ownership (% of Class) | — (no percentage reported) |
| Unvested RSUs (time‑based) | 600,000 units; market value $1,368,000 at $2.28/share (12/31/2024 close) |
| Unearned PSUs (market‑based) | 200,000 units; market value $456,000 at $2.28/share (threshold reporting) |
| Options Outstanding | 800,000 unexercisable as of 12/31/2024; $1.17 strike; expiring 05/16/2034 |
| Hedging/Pledging Policy | Hedging prohibited; pledging prohibited without compliance approval (Insider Trading Policy) |
Employment Terms
| Term | Details |
|---|---|
| Start Date and Status | CFO appointment effective April 15, 2024; at‑will employment |
| Base Salary and Target Bonus | Initial base salary $375,000; target bonus 100% of base |
| 2024 Guaranteed Bonus Minimum | Company guaranteed minimum 50% of target bonus, paid with other 2024 bonuses |
| Severance (no cause / good reason) | Cash equal to 1.0x base salary; pro‑rated target bonus for year of termination; 18 months Company‑paid COBRA |
| Change‑of‑Control (double‑trigger) | If termination occurs within 18 months post‑CoC: cash equal to 1.5x (base + target bonus); pro‑rated target bonus; 18 months COBRA; full vesting of outstanding unvested equity awards |
| Restrictive Covenants | Standard confidentiality and inventions assignment; employee non‑solicit for 12 months post‑termination |
| Clawback Policy | Company‑wide NYSE Rule 10D‑1‑compliant incentive compensation recoupment policy adopted in 2023; overseen by Compensation Committee |
Investment Implications
- Near‑term vesting supply overhang risk: 25% cliff vest for RSUs and options on June 30, 2025 followed by quarterly vesting could introduce incremental selling pressure around vest dates, subject to trading windows and personal decisions .
- Strong pay‑for‑performance alignment via market‑based PSUs: Three stock‑price hurdles ($3.50/$4.50/$5.50 for 20 of 30 trading days within the 2025–2028 window) concentrate upside on sustained equity appreciation, aligning CFO incentives with shareholders .
- 2024 cash payout defensiveness amid low scorecard achievement: Corporate objectives achieved 20.5% of target; Beer’s 50% bonus was contractual minimum for onboarding, reducing retention risk but diluting strict pay‑for‑performance optics in Year 1 .
- Double‑trigger CoC protection and full equity vesting: Enhanced severance (1.5x base+bonus) and full vesting post‑CoC termination improves executive retention through strategic transactions but can raise change‑of‑control cost considerations for investors .
- Governance and alignment safeguards: Hedging prohibited and pledging restricted under Insider Trading Policy; Company has an SEC/NYSE‑compliant clawback policy, both supportive of shareholder alignment and discipline .
- Ownership skin‑in‑the‑game building from grants vs. current beneficial holdings: Beer’s beneficial ownership is not reported as a positive share count; alignment currently rests on unvested RSUs/PSUs/options maturing over time, increasing exposure as vesting milestones are met .