Kimberly Ernzen
About Kimberly Ernzen
Kimberly Ernzen, 53, has served as Chief Operating Officer (COO) of StandardAero (SARO) since May 2024, following a three-decade aerospace career, including senior leadership roles at Raytheon; she holds an Executive MBA, MS Aerospace Engineering, and BS Aerospace Engineering from Wichita State University . 2024 incentive metrics emphasized Management EBITDA, revenue, and operating cash flow; results were $644.1 million Management EBITDA (102.7% of target), $5,223.4 million revenue (99.9% of target), and $379.0 million operating cash flow (106.1% of target), yielding a 114% payout of target for all NEOs . For pay-versus-performance, SARO’s TSR from IPO (10/2/2024) to 12/31/2024 was 75.60, with 2024 net income of $10,974,106 and Management EBITDA of $644,153,000 . Stock ownership guidelines require the COO to hold stock equal to 3x base salary within five years of appointment; hedging is prohibited under SARO’s Insider Trading Compliance Policy .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Raytheon | President, Naval Power | Apr 2020–May 2024 | Led Naval Power business unit |
| Raytheon | SVP, Air Warfare Systems | Nov 2018–Mar 2020 | Led Air Warfare Systems segment |
| Raytheon | VP, Land Warfare Systems | May 2017–Oct 2018 | Led Land Warfare Systems |
| Raytheon | VP, Operations | Mar 2014–May 2017 | Led operations |
| Raytheon; Hawker Beechcraft; Cessa; Boeing | Director/Manager roles | Various (prior to 2014) | Multiple leadership roles across aerospace firms |
External Roles
No external board or director roles disclosed for Ernzen .
Fixed Compensation
| Component | 2024 Value/Terms |
|---|---|
| Annual Base Salary Rate | $625,000 (effective upon appointment; employment commenced May 29, 2024) |
| 2024 Salary Paid | $372,596 (prorated for start date) |
| Target Bonus % (AIP) | 80% of base salary |
| 2024 Actual Bonus Paid | $570,000 (114% of $500,000 target) |
| Relocation Bonus | $50,000 (subject to repayment if departure within 1 year of start) |
| Perquisites | Automobile allowance; “All Other Compensation” of $13,846 in 2024 |
Performance Compensation
Annual Incentive Plan (AIP) – 2024
| Metric | Weighting | Actual vs Target | Element Payout | Notes |
|---|---|---|---|---|
| Revenue | 10% | $5,223.4m achieved, 99.9% of target | 90% of target for revenue element | Non-GAAP adjustment excludes Aero Turbine contributions |
| Management EBITDA | 50% | $644.1m achieved, 102.7% of target | 110% of target for EBITDA element | Defined in CD&A; non-GAAP |
| Operating Cash Flow | 40% | $379.0m achieved, 106.1% of target | 125% of target for cash flow element | Non-GAAP; excludes certain cash items |
| Total Payout | — | — | 114% of target bonus for NEOs | Applies to Ernzen |
Equity Awards and Vesting
| Award Type | Grant Date | Quantity | Grant-Date Fair Value | Vesting Schedule |
|---|---|---|---|---|
| Class B Units (profits interests; pre-IPO) | 5/31/2024 | 8,000 | $7,333,464 | Time-based vesting tied to Liquidity Event: 50% if Liquidity Event on or before 6/30/2025; 75% if 7/1/2025–6/30/2026; 100% if on/after 7/1/2026 (subject to continued employment) |
Equity conversion note: In connection with the IPO, holders of Class B Units received restricted shares on a value-for-value basis, subject to the same vesting terms .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Unvested Restricted Shares (12/31/2024) | 305,561 shares; market value $7,565,690 |
| Ownership Guidelines | COO required to hold shares equal to 3x base salary; 5-year compliance window from appointment |
| Hedging/Pledging | Hedging prohibited by Insider Trading Compliance Policy; no explicit pledging disclosure in proxy |
| Estimated % of Shares Outstanding | Unvested restricted shares represent ~0.091% of 334,461,630 shares outstanding as of record date (calculation using disclosed figures) |
Employment Terms
| Term | Ernzen Details |
|---|---|
| Start Date & Role | Appointed COO in May 2024; employment commenced May 29, 2024 |
| Severance (Termination Without Cause) | 6 months base salary |
| Non-Compete | 12 months post-termination |
| Non-Solicit | 24 months post-termination |
| Change-in-Control / Liquidity Event | No acceleration of equity unless transaction constitutes a “Liquidity Event”; Class B Units/restricted shares vest immediately prior to Liquidity Event subject to conditions; performance tranches can vest based on Management EBITDA/cash flow or 2.5x MOIC determination |
| Clawback | Mandatory recovery of erroneously received incentive-based compensation for 3 years preceding any required accounting restatement, per Rule 10D-1 |
| Deferred Comp/Pension | None; NEOs did not participate in defined benefit pension or non-qualified deferred compensation plans in 2024 |
| Perquisites | Auto allowance; relocation $50,000 subject to 1-year repayment; auto allowance included in “All Other Compensation” |
Investment Implications
- Pay-for-performance alignment: AIP emphasizes cash flow and EBITDA (combined 90% weight), with 2024 payouts at 114% of target driven by above-target EBITDA and cash flow, indicating tight linkage of cash generation to executive pay .
- Vesting dynamics: Liquidity Event-tied vesting for Class B Units/restricted shares reduces near-term selling pressure and aligns outcomes with sponsor exit timing; no single-trigger change-of-control acceleration without a Liquidity Event .
- Ownership and retention: Significant unvested equity ($7.57m) and a 3x salary ownership guideline over 5 years support alignment, while severance is modest (6 months), suggesting moderate retention risk in a competitive aerospace talent market .
- Governance and risk: Hedging is prohibited; clawback is in place; no excise tax gross-ups; explicit pledging policy not disclosed—monitor Form 4 activity for selling/pledging signals once available .
- Performance baseline: Early TSR post-IPO to year-end was 75.60, with 2024 net income of $10.97m and Management EBITDA of $644.15m; ongoing performance vs AIP metrics (revenue, EBITDA, operating cash flow) will be the key driver of incentive outcomes and potential trading signals .