Brandon Solano
About Brandon Solano
Brandon L. Solano, age 55, has served as Chief Executive Officer and President of RAVE Restaurant Group since October 2019, adding the offices of President and Secretary in December 2019 . Pay-versus-performance disclosures show CAP to the PEO aligned with improved net income ($2.7 million in FY2025 vs. $2.5 million in FY2024), and a positive TSR trend from FY2024 to FY2025 (value of $100 investment rising from $113 to $129) . Solano beneficially owns 595,151 shares (4.2% of shares outstanding), with no shares pledged as collateral, indicating strong alignment and limited forced-selling risk .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Pei Wei Asian Diner, LLC | Chief Marketing & Digital Officer | 2017–May 2019 | Led marketing and digital functions |
| Papa Murphy’s Holdings, Inc. | Chief Marketing Officer | 2015–2017 | Senior marketing leadership |
| The Wendy’s Company | Chief Marketing Officer | 2014–2015 | Senior marketing leadership |
| Domino’s Pizza, Inc. | Vice President of Development | 2008–2014 | Development leadership |
External Roles
No external directorships or board roles are disclosed in the referenced proxy materials .
Fixed Compensation
| Metric | FY 2024 | FY 2025 |
|---|---|---|
| Base Salary ($) | 350,000 | 350,000 |
| Actual Bonus Paid ($) | 317,667 | 244,195 |
| Stock Awards (Grant-Date Fair Value, $) | 175,391 | 179,157 |
| All Other Compensation ($) | — | 6,900 |
| Total Compensation ($) | 843,058 | 780,252 |
- Current employment letter base salary set at $370,000 (at-will), subject to adjustment over time .
- Annual incentive opportunity up to 150% of base salary, split equally between cash bonus and RSUs (i.e., up to 75% cash and up to 75% RSUs) .
Performance Compensation
| Incentive Type | Performance Metric(s) | Weighting | Target | Actual Payout | Vesting |
|---|---|---|---|---|---|
| Annual Cash Bonus (FY2024) | Not disclosed | Not disclosed | Up to 75% of base salary | $317,667 | N/A |
| Annual Cash Bonus (FY2025) | Not disclosed | Not disclosed | Up to 75% of base salary | $244,195 | N/A |
| RSUs (11/13/2023 grant) | Subject to performance criteria | Not disclosed | Up to 75% of base salary-equivalent award capacity | 105,000 units outstanding (unvested) | 3 fiscal years; acceleration upon death, disability, retirement, or change-in-control |
| RSUs (10/08/2024 grant) | Subject to performance criteria | Not disclosed | Up to 75% of base salary-equivalent award capacity | 105,848 units outstanding (unvested) | Vest on October 15, 2026; acceleration upon death, disability, retirement, or change-in-control |
| RSUs (10/20/2025 grant, contingent on approval) | Subject to performance criteria | Not disclosed | Board grant: 99,464 units ($277,505) | 99,464 units (conditional) | Per 2025 LTIP; acceleration upon change-in-control |
Notes:
- RSUs under the 2025 LTIP have a minimum vesting period of 12 months; the Compensation Committee may accelerate vesting under specified circumstances .
- No repricing of awards without shareholder approval under the 2025 LTIP .
Equity Ownership & Alignment
| Ownership Component | Amount |
|---|---|
| Beneficial Ownership (Shares) | 595,151 |
| Ownership as % of Shares Outstanding | 4.2% |
| Unvested RSUs Outstanding (as of 6/29/2025) | 105,000 (11/13/2023 grant) ; 105,848 (10/08/2024 grant) |
| Market Value of Unvested RSUs (as of 6/27/2025 at $3.07) | $120,881 (2023 grant) ; $324,953 (2024 grant) |
| Shares Pledged as Collateral | None pledged (proxy states no pledges for listed beneficial owners) |
| Stock Ownership Guidelines | Not disclosed |
Employment Terms
- At-will employment with current base salary of $370,000; annual incentive up to 150% of base salary split equally between cash and RSUs .
- Non-compete: 12 months post-termination in any pizza restaurant business; includes non-disclosure and non-solicitation covenants .
- Change-in-control: Under the 2025 LTIP, outstanding options, rights, and RSUs immediately become fully vested/exercisable upon a change-in-control (single-trigger vesting for equity awards) .
- Clawback, hedging/pledging policies, severance multiples, and tax gross-ups: Not disclosed in the referenced sections .
Pay Versus Performance and Track Record
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Compensation Actually Paid to PEO ($) | 884,425 | 839,001 | 697,313 |
| Value of Initial Fixed $100 Investment (TSR) ($) | 166 | 113 | 129 |
| Net Income ($ thousands) | 1,613 | 2,473 | 2,702 |
Board Governance (context)
- Separate Chair and CEO roles; Chair leads Board oversight, CEO leads strategy and performance .
- Compensation Committee chaired by Mark E. Schwarz; one meeting held in fiscal 2025; Audit Committee met four times .
Related Party Context
- Significant ownership and control relationships associated with Chairman Mark E. Schwarz and the Newcastle group outlined in related party disclosures; no pledge of shares reported for beneficial owners in the table .
Investment Implications
- Alignment: Material “skin in the game” via 595,151 directly beneficially owned shares and sizable unvested RSUs; no pledging reported, reducing collateral-driven selling risk .
- Incentive design: Up to 150% of base salary split 50/50 cash/RSUs (implies up to 75% of base in each), with multi-year RSU vesting tied to performance criteria; this increases at-risk pay and supports retention through 2026+ .
- Retention and selling pressure: Known RSU vest date on October 15, 2026 for the FY2024 grant; monitor potential insider selling pressure around vesting windows and contingent 2025 LTIP awards if approved .
- Change-in-control economics: Single-trigger equity acceleration could amplify payout in a transaction and weaken post-deal retention incentives unless supplemented by separate employment agreements; no severance multiples disclosed .
- Performance trend: Positive net income momentum FY2023→FY2025 and improving TSR FY2024→FY2025 suggest improving fundamentals; continue to monitor bonus outcomes vs. disclosed targets if/when metrics are provided .