Perry W. Moss
Quest Resource HoldingAbout Perry W. Moss
Perry W. Moss, 65, is President and Chief Executive Officer of Quest Resource Holding Corporation (QRHC), appointed effective March 12, 2025 after serving as Chief Revenue Officer since June 2024 and Senior Vice President of Sales and Business Development since July 2023 . He brings 30+ years in waste and recycling services, including senior leadership at Rubicon Technologies, Oakleaf Waste Management, and Smurfit-Stone; QRHC highlighted that Moss drove a record number of client wins, enhanced revenue generation, and instituted a metric-driven sales management process prior to becoming CEO . Context entering his tenure: in 2024 QRHC posted a net loss of $15.1M and cumulative TSR valued at $94 on a $100 base (2021–2024 Pay vs Performance), reflecting macro and company-specific factors; these results pre-date Moss’s CEO tenure but frame the starting point for his mandate .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Rubicon Technologies, Inc. (NYSE: RBT) | Chief Advisor | 2018–2023 | Executive advisory role at a public digital marketplace for waste and recycling services . |
| Rubicon Technologies, Inc. | President | 2011–2017 | Senior operating leadership at scale; led growth initiatives . |
| Rubicon Technologies, Inc. | Chief Operating Officer | May–Jun 2011 | Operations leadership during early scale-up . |
| Oakleaf Waste Management | EVP, Major Accounts & Business Development | 2009–2011 | Enterprise sales and BD for waste outsourcing provider acquired by WM . |
| Oakleaf Waste Management | SVP, Client Services | 2007–2009 | Customer success and retention leadership . |
| Oakleaf Waste Management | SVP, Recycling Services | 2004–2007 | Built recycling services portfolio . |
| Smurfit-Stone Container | Director of Business Development | 1995–2004 | Led BD for packaging/waste reduction services unit . |
External Roles
- No external public company directorships disclosed in QRHC filings for Moss .
Fixed Compensation
| Component | Terms | Source |
|---|---|---|
| Base salary | $400,000 per year (bi-weekly $15,384.62) | |
| Annual bonus target | 100% of base salary; 200% cap; prorated for 2025; pays after audit (typically by March 31 following year) | |
| Bonus settlement election | Executive may elect cash, DSUs, or combination | |
| Benefits/perquisites | Eligible for standard company benefits | |
| Relocation | Up to $50,000 relocation reimbursement if relocation agreed with Chair | |
| Corporate housing | Up to $3,500/month in Dallas, TX for corporate housing while appropriate |
Performance Compensation
Annual Bonus (2025)
| Metric | Weighting | Target | Payout mechanics | Vesting/Timing |
|---|---|---|---|---|
| Company performance vs 2025 budget thresholds (Management Bonus Plan) | Not disclosed | 100% of salary target (200% cap) | Calculated on final audited FY2025 results; CEO can elect cash and/or DSUs | Paid after FY2025 audit, typically by March 31, 2026 |
Long-Term Incentive Plan (LTIP) – Performance Stock Units (PSUs)
| Plan element | Moss eligibility | Performance metric | Payout curve | Notes |
|---|---|---|---|---|
| 2024 LTIP design | Eligible in future; not eligible for a 2025 PSU grant per offer letter | Cumulative Adjusted EBITDA over a 3-year performance period | 50% threshold, 100% target, 200% max; straight-line between points | PSUs settle after 3-year period following Compensation Committee certification |
Equity Grants (Time-based)
| Grant date | Type | Shares/Value | Vesting | Notes |
|---|---|---|---|---|
| Mar 12, 2025 (Effective Date) | RSUs | 214,600 RSUs | One-third on each anniversary of grant (years 1–3) | Initial CEO equity award under 2024 Plan |
| Expected 2026 annual grant | RSUs | $500,000 RSUs (value at grant) | Typical executive cycle vesting per plan | Contingent on continued service as CEO |
Clawbacks apply to incentive compensation (cash and equity) under QRHC’s 2019 Clawback Policy and 2023 Dodd-Frank Clawback Policy .
Equity Ownership & Alignment
| Item | Detail | Source |
|---|---|---|
| Total beneficial ownership | 30,000 shares beneficially owned as of May 29, 2025; less than 1% of 20,681,818 shares outstanding | |
| Components (within beneficial figure) | Includes 5,537 DSUs and 6,667 RSUs counted under SEC rules | |
| Hedging/pledging policy | Directors and executive officers may not engage in derivative trading/hedging or pledging/margining of QRHC stock | |
| Stock ownership guidelines | CEO required to own QRHC stock with acquisition price ≥ $100,000 within 5 years of appointment | |
| Plan overhang context | 2024 Plan remaining availability 1,290,584 shares at 12/31/24; PSUs 130,000 target outstanding; ESPP 250,000 reserved | |
| Potential selling pressure (schedule) | Time-based RSUs vest annually each Mar 12, 2026–2028 (one-third tranches), creating periodic liquidity windows |
Employment Terms
| Scenario | Cash severance | Bonus treatment | Equity treatment | Benefits | Restrictive covenants |
|---|---|---|---|---|---|
| Termination without cause / resignation for good reason | 12 months of base salary; increases to 18 months if served as CEO ≥1 year | Pro rata bonus for year of termination at Committee discretion, paid on normal bonus cycle | Not specified outside CIC context | Company medical coverage for 12 months (18 months if CEO ≥1 year) or COBRA reimbursement for same period | Non-compete 12 months; Non-solicit 24 months |
| Change-in-control (CIC) and termination (double-trigger within 3 months before to 1 year after CIC) | 12 months base salary; increases to 18 months if CEO ≥1 year | Average cash bonus of prior two fiscal years | All unvested stock options and post-agreement RSUs vest at termination | As above | Non-compete 12 months; Non-solicit 24 months |
| CIC “good reason” construct | Moss may resign if not retained as President & CEO of successor, successor not listed, material reduction in status/authority/base, or relocation >50 miles | — | — | — | — |
| Agreement dates | Offer letter dated March 11, 2025; Severance & CIC Agreement effective March 12, 2025 | — | — | — | — |
| Sources |
Performance & Track Record
- Growth execution: Before appointment, Moss led multiple organic growth initiatives, producing a record number of new client wins and establishing a metric-driven sales management process that increased structure, accountability, and performance .
- Organizational actions under new regime: On March 12, 2025 (with FY2024 results), QRHC announced Moss’s appointment, Operational Excellence Initiative, partial sale of non-core RWS mall business, and a 15% headcount reduction targeting ~$3.0M annualized SG&A savings .
- Management changes in 2025: COO David P. Sweitzer resigned effective Oct 20, 2025; Felipe Garcia appointed SVP of Key Accounts reporting to Moss (centralizes customer leadership under CEO) .
- Governance/activism backdrop: A May 7, 2025 Cooperation Agreement with the Wynnefield Group added Robert Lipstein to the Board and imposed a standstill through the 2027 nomination window (extendable), indicating engaged shareholders and performance focus .
Compensation Structure Analysis
- Increased at-risk pay: CEO’s package emphasizes at-risk components via 100% target bonus (budget-based) and multi-year RSUs; PSUs tied to Cumulative Adjusted EBITDA are in plan design for other executives and for Moss in future years, aligning with value creation over 3-year cycles .
- Cash vs equity mix: First-year equity is front-loaded (214,600 RSUs vesting over 3 years), which supports retention but is time-based (lower performance risk vs PSUs), with future participation expected in LTIP PSUs .
- Clawbacks and no-pledge: Dual clawback policies and prohibitions on hedging/pledging strengthen alignment and reduce governance risk .
- CIC protection: Double-trigger CIC with salary and average bonus plus full acceleration of options and RSUs enhances retention through potential strategic actions but raises parachute optics; non-compete/non-solicit mitigate franchise risk .
Related Party Transactions
- None with Moss reported; 8-K explicitly states no related party transactions requiring disclosure pursuant to Item 404(a) of Regulation S-K at appointment .
Equity Ownership & Alignment Details (as of May 29, 2025)
| Holder | Shares beneficially owned | % outstanding | Notable components |
|---|---|---|---|
| Perry W. Moss | 30,000 | <1% of 20,681,818 shares | Includes 5,537 DSUs and 6,667 RSUs |
| Sources |
Employment Terms (Key Definitions)
- Good reason/CIC “fit” tests include not being CEO of successor, de-listing of successor, material diminution, or required relocation >50 miles from The Colony, TX .
- Non-compete 12 months; Non-solicit 24 months following termination for any reason .
Investment Implications
- Alignment and incentives: Moss’s 100% bonus target (budget-tied) and expected future PSUs tied to cumulative adjusted EBITDA create clear pay-for-performance lever; initial RSUs aid retention through 2028, with annual vesting potentially creating periodic supply overhang as tranches vest .
- Retention vs. governance: Robust severance/CIC terms and restrictive covenants (non-compete/non-solicit) lower leadership transition risk, while dual clawback policies and hedging/pledging bans support shareholder alignment .
- Execution focus: Board-shareholder Cooperation Agreement and operational initiatives announce a mandate for efficiency and growth; management turnover (COO departure) concentrates client leadership under Moss, elevating execution risk/reward tied to his operating cadence .
- Ownership: Current direct/derivative holdings are modest (<1%), but multi-year RSUs and future LTIP eligibility should increase “skin in the game” over time; stock ownership guidelines require CEO to reach $100,000 acquisition value within five years .
Sources by section: Management biography/ages and NEO programs ; Offer letter and severance/CIC agreements ; Pay vs Performance context ; Clawbacks and governance policies ; Ownership table ; 2024 LTIP/PSU metric ; Operational initiatives and CEO change timing ; COO resignation and SVP Key Accounts appointment ; Cooperation Agreement (Wynnefield) ; Press release characterization of Moss’s impact .