Anthony Aisquith
About Anthony Aisquith
Anthony Aisquith, age 57, is President, Chief Operating Officer, and Director of OneWater Marine (since April 2019 as President/COO; Director since 2020) with 25+ years of boating industry experience and prior senior roles at MarineMax overseeing multi-state operations; earlier, he spent ten years in the auto industry before joining MarineMax in 1985 . His annual cash incentive in FY2024 tied to Adjusted EBITDA and aged inventory produced a 34% payout; Adjusted EBITDA fell below the threshold (0% payout) while aged inventory achieved 68% payout; PSUs for FY2024 were certified at 74% of target and convert to RSUs vesting over three tranches . He beneficially owns 787,156 Class A shares (5.3% ownership; 4.8% voting power) as of January 2, 2025, signaling substantial alignment with shareholders .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| MarineMax (NYSE: HZO) | Regional President | 2000–2008 | Oversaw operations across GA, NC, SC, TX, CA, improving scale and execution in multi-market retail . |
| MarineMax | Vice President | 2003–2008 | Senior leadership across strategy and operations . |
| MarineMax | Various management and sales roles | Pre-2000 | Progressively senior roles prior to Regional President . |
| Auto industry | Various roles | Ten years prior to 1985 | Sales/operations grounding before entering marine retail; joined MarineMax in June 1985 . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| None disclosed | — | — | The proxy lists board roles for other directors but does not disclose external positions for Aisquith . |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | 725,000 | 725,000 | 800,000 |
| Target Bonus ($) | 750,000 | 750,000 | 960,000 |
| Non-Equity Incentive Paid ($) | 1,500,000 | 750,000 | 377,985 |
Notes:
- 2024 base salary and target bonus increased following a peer study by Aon; CEO/COO salaries +10% and target bonuses +28% .
- Annual bonus program allows payouts from 0% to 200% of target .
Performance Compensation
Annual Cash Incentive (FY2024)
| Metric | Weighting | Target | Threshold | Maximum | Actual | Payout Earned |
|---|---|---|---|---|---|---|
| Adjusted EBITDA | 50% | $135,071,000 | 80% | 120% | < $108,056,800 | 0% |
| Aged Inventory | 50% | < 15.0% | 80% | 120% | 16.9% | 68% |
| Total Weighted Value | — | — | — | — | — | 34% |
Payout applied to Aisquith’s target bonus resulted in $327,985 (34% of $960,000), equal to 41% of base salary .
Long-Term Equity Awards (FY2024 grant; performance period FY2024)
| Award Type | Grant Date | Target Units | Certified Achievement | Contingently Earned Units | Vesting Schedule |
|---|---|---|---|---|---|
| PSUs | 10/01/2023 | 59,018 | 74% | 43,674 | RSUs vest in equal installments on 12/10/2024, 10/01/2025, 10/01/2026 |
| RSUs | 10/01/2023 | 39,345 | — | — | Vest in equal installments on each anniversary of 10/01/2023 (three tranches) |
Program design:
- Annual equity values: $2,520,000 (60% PSUs; 40% RSUs); equal to 315% of base for CEO/COO .
- FY2024 PSUs measured on ROIC and Sales Growth over a one-year performance period; upon certification, convert to RSUs for three-year ratable vesting, with first tranche vesting at certification if later than grant .
Equity Ownership & Alignment
Beneficial Ownership (as of 01/02/2025)
| Holder | Class A Shares | Class B Shares | % Class A | % Voting Power |
|---|---|---|---|---|
| Anthony Aisquith | 787,156 | — | 5.3% | 4.8% |
- Insider trading policy prohibits hedging, short sales, and pledging, with a limited exception permitting the CEO and COO (Aisquith) to pledge up to 15% of aggregate beneficial ownership per year with majority Board approval; pledging in conjunction with hedging is prohibited. As of the proxy, only the CEO’s trust was disclosed as having pledged 51,826 shares; no pledge disclosure for Aisquith .
- Clawback policy effective August 16, 2023 requires recoupment of incentive-based compensation received after October 2, 2023 in the event of a financial restatement, calculated on a pre-tax basis .
Outstanding Equity Awards (FY-end 09/30/2024) – Aisquith
| Grant Date | Type | Unvested Units (#) | Market Value ($) |
|---|---|---|---|
| 10/01/2020 | RSUs (from max PSUs) | 10,151 | 242,710 |
| 01/20/2021 | RSUs (from max PSUs) | 19,131 | 457,422 |
| 10/01/2022 | RSUs | 13,284 | 317,620 |
| 10/01/2022 | RSUs (from 40% PSUs) | 7,971 | 190,587 |
| 10/01/2023 | RSUs | 39,345 | 940,739 |
| 10/01/2023 | PSUs (certified 74%, now RSUs) | 43,674 | 1,044,245 |
Notes:
- Market values reflect $23.91 closing price on 09/30/2024 .
- Historical PSU conversions: FY2020–2021 PSUs earned at maximum; FY2022–2023 PSUs earned at 40% of target .
Employment Terms
- Employment Agreements cover each NEO; base salary minimums: CEO $670,000; COO (Aisquith) $670,000; CFO $400,000; target bonus minimums: CEO $520,000; COO $520,000; CFO $100,000. Actual 2024 base salary and target bonus for Aisquith: $800,000 base and $960,000 target .
- Annual bonus metrics and ranges: 0–200% of target based on Adjusted EBITDA and aged inventory (metrics used in 2022–2024) .
- Non-compete and non-solicit: two years post-termination for CEO and COO (one year for CFO) .
- Change-in-control vesting is double-trigger: equity vests only upon Qualifying CIC Termination within 12 months post-CIC; RSUs vest in full; PSUs with certified performance vest; uncertified PSUs remain outstanding and vest based on actual performance at period end .
- Severance for Qualifying Termination (without cause or for good reason): Accrued rights + base salary continuation for two years (COO) + annual bonus paid at target, determined based on actual performance, with bonus timing aligned to employed executives + COBRA premium payment for two years .
- Estimated potential payments as of 09/30/2024 (Aisquith):
- Death: Total $5,164,164, including $5,000,000 key man life insurance and accelerated equity; COBRA premiums $10,840 .
- Disability: Total $4,964,164, including 12 months salary, pro-rated bonus, 24 months COBRA premiums $10,840, and accelerated equity .
- Termination by Company for Cause / Resignation without Good Reason: Accrued rights only (no amounts estimated) .
- Qualifying Termination (without cause or for good reason): Total $3,541,680 including two years’ salary, two years’ target bonus paid based on actual performance, and two years COBRA premiums $21,680 .
- Qualifying CIC Termination: Total $6,735,004, including Qualifying Termination Severance plus full acceleration of unvested RSUs and certified PSUs; uncertified PSUs remain subject to performance .
Board Governance
- Board service: Director since 2020; employee director (non-independent) due to executive role .
- Committee roles: Audit, Compensation, and Nominating & Governance committees comprise independent, non-employee directors; Aisquith is not a member of these committees .
- Board meeting attendance: During FY2024 the Board met seven times; each director attended at least 75% of meetings of the Board and relevant committees .
- Board leadership: Separate Chairman (Schraudenbach) and CEO (Singleton); independent director executive sessions are held regularly and chaired by the Chairman .
Director Compensation
- Employee directors are not compensated for additional Board service; non-employee director compensation consists of $75,000 cash retainer, $125,000 RSUs (annual), plus committee chair retainers; Aisquith receives no incremental director pay .
Related Party Transactions and Financial Interlocks
- Personal guarantees: Aisquith and Singleton personally guaranteed $443.4 million as of 09/30/2024 under the Eighth Amended and Restated Inventory Financing Facility; Aisquith’s guarantee is limited to fraud or disposal of collateral without lender payment; no guarantee fees were paid .
- Consignment inventory: OneWater has a consignment relationship with Global Marine Finance, LLC, for which both Singleton and Aisquith provide personal guarantees; Company payments to GMF were $124.4 million in FY2024 .
- Leases: Company leases facilities from related parties (primarily Singleton and Bos affiliates); amounts and locations are disclosed; Aisquith is not listed as a landlord in these leases .
Compensation Structure Analysis
- Cash vs equity mix: For executives, 2024 equity target value was 315% of base (CEO/COO), indicating heavy equity emphasis and alignment; RSU/PSU split 40%/60% .
- Shift to PSUs: PSUs remain majority of equity; FY2024 PSUs certified at 74%, demonstrating performance linkage via ROIC and Sales Growth .
- Bonus discipline: With EBITDA below threshold in FY2024, the EBITDA component paid 0%, reflecting downside sensitivity; aged inventory achieved 68% payout; overall payout 34% of target .
- Clawback: Implemented in 2023, applies to incentive comp received after Oct 2, 2023 upon restatement .
- Anti-hedging/pledging: Broad prohibitions with a limited pledge exception for CEO/COO subject to caps and Board approval; no Aisquith pledge disclosed as of the proxy .
Equity Vesting and Potential Selling Pressure
- Near-term vesting events: FY2024 PSUs certified Dec 2024 and convert to RSUs with tranches vesting on 12/10/2024, 10/01/2025, 10/01/2026; FY2024 RSUs vest annually on 10/01/2024, 10/01/2025, 10/01/2026 .
- Outstanding unvested awards are sizable (e.g., 39,345 FY2024 RSUs and 43,674 FY2024 PSU-converted RSUs as of FY-end), warranting monitoring for Form 4 activity around vest dates .
Employment Terms Summary Table (Key Provisions)
| Provision | Details |
|---|---|
| Base salary minimum | $670,000 (COO) |
| Target bonus minimum | $520,000 (COO) |
| Annual bonus metrics | Adjusted EBITDA and aged inventory (0–200% payout) |
| Non-compete / Non-solicit | 2 years (COO) |
| CIC vesting | Double-trigger; equity vests only upon CIC + Qualifying Termination within 12 months |
| Severance (Qualifying Termination) | 2 years salary + 2 years target bonus paid based on actual performance + 2 years COBRA + accrued rights |
| Clawback | Restatement-based recoupment for incentive comp received after 10/02/2023 |
Board Service and Independence
- Director since 2020; as a management director, not independent under Nasdaq rules; independent directors constitute all standing committees and a majority of the Board .
- The Company separates the Chairman and CEO roles and holds independent executive sessions, mitigating dual-role governance concerns; Aisquith does not serve as Chairman or on independent committees .
Equity Ownership & Guidelines (Directors)
- Non-employee director stock ownership guidelines: $225,000 within 5 years; $300,000 within 6 years; $375,000 or five times the base retainer within 7 years; employee directors are not covered by non-employee director compensation/ownership guidelines .
Investment Implications
- Alignment: Aisquith’s 5.3% ownership and equity-heavy pay mix (315% of base target equity) support shareholder alignment; anti-hedging and clawback policies add governance protection .
- Performance sensitivity: FY2024 bonus paid at 34% of target due to EBITDA shortfall, indicating compensation discipline; PSUs certified at 74% on ROIC/Sales Growth, suggesting moderate long-term performance realization .
- Retention/transition economics: Two-year salary and bonus continuation with double-trigger CIC vesting imply meaningful retention but also material severance liabilities; monitor for change-in-control scenarios and potential accelerated vesting .
- Risk flags: Personal guarantees (inventory financing and consignment) introduce non-standard exposure and potential conflicts; limited pledge exception exists for Aisquith, though no pledge disclosed; related party consignment payments were sizable in FY2024 ($124.4M) .
- Trading signals: Significant RSU/PSU vesting schedules through 2026 can create episodic supply; monitor Form 4 filings around 12/10 and 10/01 vest dates and blackout windows .
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