Brian Read
About Brian Read
Brian Read, age 35, has served as Chief Financial Officer of Serve Robotics Inc. since April 2024; he is a CPA (Pennsylvania) and holds a B.S. in Business Administration (Accounting) from Duquesne University . His 2024 compensation reflected a large equity component via RSUs, with limited disclosed performance-based pay; no TSR/revenue/EBITDA-linked bonus metrics specific to the CFO were disclosed in the proxy . The company maintains an anti-hedging policy and a Dodd-Frank-compliant clawback, which tighten alignment and recovery mechanisms for executive pay .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Apptronik Inc. | Controller | Apr 2023 – Apr 2024 | Public–private robotics finance operations exposure |
| REE Automotive Ltd. (Nasdaq: REE) | Global Controller | Feb 2021 – Mar 2023 | Public company financial reporting and controls leadership |
| Coherent Corp. (NYSE: COHR) | Assistant Global Controller | Jan 2019 – Jan 2021 | Scaled reporting/process discipline at diversified industrial technology firm |
| PricewaterhouseCoopers LLP | Associate/Senior Associate | Jul 2011 – Jan 2017 | Foundational audit/accounting experience |
External Roles
- None disclosed in the company’s proxy or related filings for Brian Read .
Fixed Compensation
| Metric | FY 2024 Actual | Current/Contracted Terms |
|---|---|---|
| Base Salary ($) | 168,561 | 250,000 annual per offer letter (effective Apr 29, 2024) |
Performance Compensation
- Cash bonus paid in 2024: $25,000 (no metric/weighting disclosure) .
- No target bonus percentage disclosed for the CFO in the proxy .
- No non-equity incentive plan compensation reported for 2024 for the CFO .
Equity Awards (Grants and Vesting)
| Grant Date | Type | Shares Granted | Grant-date Fair Value ($) | Vesting Schedule |
|---|---|---|---|---|
| Apr 3, 2024 | RSU | 240,000 | Included in 2024 Stock Awards total $1,461,900 | 25% on Apr 29, 2025; remaining 75% vests monthly over 36 months thereafter |
| Sep 5, 2024 | RSU | 30,000 | Included in 2024 Stock Awards total $1,461,900 | 33% on Sep 5, 2025; then monthly over remaining 24 months (1/36th per month across total schedule) |
Notably, 25% (60,000 shares) of the 240,000 RSUs cliff-vest on Apr 29, 2025, creating a discrete vesting event that can open a potential liquidity window, subject to insider trading policies and 10b5-1 plans .
Outstanding Equity (as of Dec 31, 2024)
| Instrument | Unvested Quantity | Implied Value Basis | Market/Payout Value ($) |
|---|---|---|---|
| RSUs from Sep 5, 2024 grant | 30,000 | $13.50/share (company basis as of 12/31/24) | 405,000 |
| RSUs from Apr 3, 2024 grant | 240,000 | $13.50/share (company basis as of 12/31/24) | 3,240,000 |
| Stock Options | 0 | — | — |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 65,000 RSUs that will vest within 60 days of Apr 14, 2025; under 1% of outstanding shares |
| Shares outstanding reference | 57,006,809 shares outstanding as of Apr 14, 2025 (record date) |
| Ownership as % of SO | ≈0.11% (computed: 65,000 / 57,006,809) based on disclosures |
| Vested vs unvested | As of 12/31/24, 270,000 RSUs unvested (240,000 + 30,000) per outstanding awards table |
| Options (exercisable/unexercisable) | None disclosed for the CFO |
| Pledging/hedging | Hedging prohibited; no pledging disclosure noted in proxy |
| Clawback | SEC/Nasdaq-compliant compensation recovery policy adopted (effective Oct 2, 2023) |
Employment Terms
- Start date/tenure: Offer letter dated Apr 8, 2024; role begins Apr 29, 2024 .
- At-will employment; standard benefits eligibility .
- Severance/acceleration: If Involuntary Termination or Resignation for Good Reason prior to Apr 29, 2025, pro rata acceleration applies to the initial 240,000 RSU grant; subject to the 2023 Equity Incentive Plan, standard award agreements, and clawback policy .
- Change-in-control: Plan permits various treatments at the administrator’s discretion; no CFO-specific automatic CIC acceleration disclosed absent explicit award/side agreement language .
Compensation Structure Analysis
- Year-over-year mix: In 2024, equity dominated CFO pay—Salary $168,561, Bonus $25,000, Stock Awards $1,461,900—indicating a heavy tilt to time-based RSUs versus cash incentive pay .
- Shift to RSUs: No stock options or PSUs disclosed for the CFO in 2024; all equity is RSU-based with time-based vesting, which reduces explicit performance gearing vs. PSU structures .
- Governance safeguards: Anti-hedging policy and formal clawback are in place; no pledging disclosed .
Performance & Track Record
- Major achievements disclosed for the CFO are not detailed separately; his background includes public-company finance roles at REE Automotive and Coherent .
- No CFO-specific controversies, SEC actions, or legal proceedings disclosed in the proxy; CFO not listed among Section 16 filing delinquencies table .
Say-on-Pay & Peer Group
- No CFO-specific say-on-pay outcomes, compensation peer group composition, or target percentile disclosures provided (smaller reporting company disclosure framework) .
Investment Implications
- Alignment and retention: Large time-based RSU awards (270,000 RSUs granted in 2024) create multi-year retention hooks; near-term pro rata acceleration protection on the initial 240,000 RSUs through Apr 29, 2025 limits downside if separation occurs before that date .
- Potential selling pressure windows: The Apr 29, 2025 25% cliff (60,000 RSUs) and the Sep 5, 2025 33% cliff (10,000 RSUs of the 30,000 grant) are the first major vesting triggers, subject to trading windows/10b5-1 plans .
- Pay-for-performance sensitivity: With no disclosed PSU metrics or annual incentive targets for the CFO in 2024, equity value is primarily linked to stock price and continued service; the company’s clawback and anti-hedging rules partially mitigate misalignment risk .
Source Notes
- Executive biography, age, role, and education:
- 2024 compensation detail and equity award grants/vesting:
- Beneficial ownership and shares outstanding:
- Offer letter terms and pro rata acceleration:
- Plan-level CIC treatments, anti-hedging policy, clawback policy: