Nick Wellmon
About Nick Wellmon
Independent director since January 25, 2022; age 36. Founder and Managing Partner of Due West Partners LLC (aerospace & defense, diversified industrials, consumer) with prior finance and corporate development experience in aerospace manufacturing (Exotic Metals) and eCommerce (Julep Beauty). Holds a BS in Finance from Wake Forest University and serves on the board of Sagatech Avionics since May 2021 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Exotic Metals | Director of Finance | Feb 2016–Jan 2020 | Led sale of Exotic to Parker Hannifin in 2019 |
| Julep Beauty | Corporate Development Manager | Dec 2013–Feb 2016 | Executed Series C capital raise led by Andreessen Horowitz and Madrona |
| Middle-market IB roles | Investment banking (advisory) | Earlier career (not dated) | M&A and capital raising advisory |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Due West Partners LLC | Founder & Managing Partner | Jan 2020–present | Focused on aerospace & defense, diversified industrials, consumer |
| Sagatech Avionics | Director | May 2021–present | Board service |
Board Governance
- Independence: The Board determined Wellmon is an independent director under NYSE rules .
- Committee assignments (2024–2025):
- Compensation Committee member; not Chair .
- Not on Audit or Nominating & Governance Committees .
- Committee chairs: Walter Jackson (Audit Chair), Alethia Nancoo (Compensation Chair), Lysa Leiponis (Nominating & Governance Chair and Lead Independent Director) .
- Attendance: In 2024, the Board met 8 times with 2 unanimous written consents; all directors attended all Board and committee meetings .
- Anti-hedging and insider trading policies in place; independent directors meet regularly in executive session .
| Committee | Membership | Chair |
|---|---|---|
| Audit | No | Walter Jackson |
| Compensation | Yes | Alethia Nancoo |
| Nominating & Governance | No | Lysa Leiponis |
Fixed Compensation
| Component (2024) | Amount (USD) | Notes |
|---|---|---|
| Cash fees | $55,000 | $50,000 annual retainer + $5,000 for Compensation Committee membership |
| Stock awards (RSUs, grant-date fair value) | $86,310 | RSUs measured at grant-date FV under ASC 718; as of 12/31/2024, Wellmon held 18,083 stock awards and 0 options |
| Total | $141,310 |
Director compensation plan highlights:
- Non-executive directors receive $50,000 cash retainer and RSUs ≈$70,000 grant-date FV annually (subject to 2022 Plan vesting) .
- Committee and chair fees: Audit ($7,500 member; $25,000 chair); Compensation ($5,000 member; $15,000 chair); Nominating ($5,000 member; $15,000 chair); Lead Independent Director receives $25,000 .
- Stock ownership guideline: non-executive directors must own $150,000 of common stock by the third anniversary of tenure (individual compliance not disclosed) .
Performance Compensation
| Metric Category | Details |
|---|---|
| Director performance-based pay | No performance-based metrics disclosed for director compensation; annual RSUs subject to time-based vesting under 2022 Plan |
Other Directorships & Interlocks
| Entity | Nature | Details | Governance Implication |
|---|---|---|---|
| Due West Partners LLC | Designating stockholder | Due West Holders have the right to nominate one director; they nominated Wellmon. The Due West Designee must remain independent under NYSE rules until fall-away conditions occur . | Alignment with a significant holder; independence required under NYSE |
| Registration Rights Agreement | Rights of significant holders | Due West is a party to the Registration Rights Agreement granting customary demand/piggyback rights for resale registration of securities . | Liquidity facilitation; standard for SPAC combinations |
| Controlled company status | Voting control | SKYH qualifies as a “controlled company” under NYSE (may rely on exemptions), though it is not currently relying on them . | Potential future reduction in independent governance requirements |
Expertise & Qualifications
- Aerospace/defense finance and operations, including leading a strategic sale (Exotic→Parker Hannifin) .
- Private investment leadership (Due West) with focus on industrials and consumer .
- Capital markets and corporate development experience (Julep Beauty Series C raise; investment banking advisory) .
- Board experience at Sagatech Avionics .
Equity Ownership
| Security | Beneficially Owned | % of Class | Combined Voting Power (%) |
|---|---|---|---|
| Class A Common Stock | 14,293 shares | <1% | — |
| Class B Common Stock | 11,640,460 shares (Due West) | 27.7% | 15.3% |
| Notes | Mr. Wellmon, as Founder/Managing Partner of Due West, may be deemed to share beneficial ownership of Due West’s Class B; he disclaims beneficial ownership except to the extent of his pecuniary interest . | — | — |
Additional alignment policies:
- Anti-hedging policy prohibits directors from hedging or monetization transactions (puts/calls/derivatives, forward contracts) .
- Director stock ownership guideline: $150,000 by year three of service (individual compliance not disclosed) .
Governance Assessment
- Strengths:
- Independent status; regular executive sessions and robust committee structure with independent chairs (Audit, Compensation, Nominating) .
- Full attendance in 2024 across Board and committees, indicating engagement .
- Clear director ownership guidelines and anti-hedging policy, supporting alignment and risk control .
- Potential conflicts and risk indicators:
- RED FLAG: Controlled company status—while not currently using exemptions, SKYH can in future reduce independent oversight requirements, affecting minority investor protections .
- RED FLAG: Stockholders’ Agreement consent rights—Stockholder Parties (which include Due West) retain consent over Board size/composition changes and certain strategic actions until combined voting power falls below 50%, constraining Board autonomy .
- Designation rights: Due West’s ability to nominate a director (Wellmon) continues until fall-away conditions; independence is mandated, but alignment with a significant holder should be monitored for related-party considerations (no specific related-party transactions involving Due West were disclosed beyond registration rights) .
- Shareholder support signals:
- 2025 annual meeting re-elected Wellmon and other nominees; reported support levels ranged approximately 97.7% to 99.9% of votes cast, indicating high investor confidence in current Board composition .
Overall: Wellmon’s finance and aerospace background and full attendance support board effectiveness; however, his designation by a large holder (Due West) within a controlled company warrants ongoing monitoring of independence in practice and minority shareholder safeguards .