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Andrew L. Puhala

Senior Vice President, Chief Financial Officer, Secretary at Stabilis Solutions
Executive

About Andrew L. Puhala

Andrew L. Puhala, age 55, serves as Senior Vice President, Chief Financial Officer, and Corporate Secretary of Stabilis Solutions (SLNG) and has been CFO since November 2018. He is a Certified Public Accountant with a B.B.A. in Accounting and an M.P.A. from the University of Texas at Austin, and previously held CFO and senior finance roles at ERA Group, American Electric Technologies, AccessESP, The Modern Group, and Baker Hughes . Pay-versus-performance disclosures show TSR of $126 (2024), $98 (2023), and $126 (2022), alongside net income of $4.6 million (2024), $0.125 million (2023), and $(3.186) million (2022), with Adjusted EBITDA cited as the primary performance measure for incentives .

Past Roles

OrganizationRoleYearsStrategic Impact
The Modern Group, Ltd.VP of FinanceAug 2017–Nov 2018Finance leadership at diversified private industrials group
ERA Group Inc. (NYSE: ERA)Chief Financial OfficerSep 2015–Jun 2017CFO at helicopter transport provider to energy industry
American Electric Technologies, Inc.Chief Financial OfficerJan 2013–Sep 2015CFO in industrial electrical equipment/services
AccessESPChief Financial Officer2011–2012CFO at oilfield technology company
Baker Hughes, Inc.Senior finance roles (VP Finance – Middle East, Division Controller, Assistant Treasurer)1996–2011Senior finance roles at global oilfield services leader

External Roles

No external public company directorships or committee roles were disclosed for Mr. Puhala in the company’s recent proxies .

Fixed Compensation

Metric202220232024
Base Salary ($)$315,000 $336,000 $340,200
Bonus ($)— (No bonus earned) — (No bonus earned) — (No bonus earned)
All Other Compensation ($)$13,200 (401(k) contributions) $13,520 (401(k) contributions)

Performance Compensation

ComponentYearMetricTarget/FrameworkActual/PayoutNotes
Annual Non‑Equity Incentive (Cash)2022Adjusted EBITDA (primary)Maximum 150% of target authorized$189,000 paid to PuhalaCompany met thresholds; metric deemed appropriate for efficiency/profitability
Annual Non‑Equity Incentive (Cash)2023Adjusted EBITDA; HSE and other corporate goalsExecutives up to 200%; key employees up to 150% of target$186,726 paid to Puhala; company-level payout 119–137% of targetTargets aligned to annual plan; exceeded thresholds
Annual Non‑Equity Incentive (Cash)2024Adjusted EBITDA; HSE and other corporate goalsMaximum 150% of target authorized$122,472 paid to Puhala; company-level payout 90–110% of targetTargets aligned to annual plan; exceeded thresholds

Equity Grants and Vesting Schedules

Award TypeGrant DetailsVestingStatus/Expiration
Stock Options88,515 options granted in Feb 2022 at $6.00 strike; Black‑Scholes valuation Vest ratably over 3 years Expire 2/18/2032
RSUs4,659 RSUs granted in 2022; valued at market price Vest ratably over 3 years; convert 1:1 to commonUnvested balances reflected in tables below
Stock Appreciation Rights (SARs)81,826 SARs granted June 2023; Monte Carlo valuation; $8,183 grant-date fair value Per SAR terms; included in 2023 outstanding awardsSARs expired unexercised on Dec 31, 2024

Equity Ownership & Alignment

Beneficial Ownership

As ofShares Beneficially OwnedPercent of ClassNotes
June 7, 202359,432* (less than 1%)Includes 29,505 vested, unexercised options
June 14, 202492,628* (less than 1%)Includes 59,010 vested, unexercised options
June 2, 2025129,109* (less than 1%)Includes 88,515 vested, unexercised options

Outstanding Equity Awards (as of Dec 31, 2024)

CategoryExercisableUnexercisableStrikeExpirationUnvested RSUs (#)RSU Grant-Date Value ($)
Options (Feb 2022 grant)59,01029,505$6.002/18/20321,553$6,383

Outstanding Equity Awards (as of Dec 31, 2023)

CategoryExercisableUnexercisableStrikeExpirationUnvested RSUs (#)RSU/SAR Grant-Date Value ($)
Options (Feb 2022 grant)29,50559,010$6.002/18/20323,106$12,766
SARs (Jun 2023 grant)$10.0012/31/202681,826$8,183

Policies affecting alignment:

  • Insider Trading Policy prohibits hedging, short sales, and trading in derivatives on Company securities .
  • Stock ownership guidelines and pledging policies were not disclosed in the proxies reviewed; no pledging by Puhala was disclosed .

Employment Terms

  • Employment status: All current named executive officers are “at will” employees; no specific employment agreement nor severance/CIC terms were disclosed for Mr. Puhala .
  • Pension/SERP/Deferred Comp: No defined benefit pension, SERP, or non‑qualified deferred compensation plans; employees may participate in the Company’s safe harbor 401(k) plan .
  • Clawbacks/Bonus Timing: Company states (2024) no option grants timed around material nonpublic information; no bonuses (line-item “Bonus ($)”) were earned for 2023 or 2024 .
  • Governance/Compliance: The Company believes Section 16(a) reporting compliance was achieved for fiscal 2024 .

Performance & Track Record

Metric202220232024
Compensation Actually Paid (PFO) ($)$774,159 $464,313 $477,357
TSR (Value of $100 Initial Investment)126 98 126
Net Income (Loss) ($000s)(3,186) 125 4,599
Most Important Performance MeasureAdjusted EBITDA Adjusted EBITDA Adjusted EBITDA

Company-level incentive framing and realized payouts indicate use of Adjusted EBITDA plus HSE/operational goals; actual payouts to Puhala were $189,000 (2022), $186,726 (2023), and $122,472 (2024) under the annual non‑equity incentive plan .

Compensation Structure Analysis

  • Mix shift: 2024 featured no new equity grants (no RSUs, options, or SARs) for NEOs; SARs granted in 2023 expired unexercised by end-2024, lowering equity-linked compensation exposure for Puhala .
  • At-risk pay: Annual non‑equity incentive payouts tied to Adjusted EBITDA and HSE remained central; company-level payout ranges tightened in 2024 (90–110% of target versus 119–137% in 2023), with Puhala’s cash award declining accordingly .
  • Option overhang: 88,515 options (Feb 2022 grant; $6.00 strike) remain outstanding with multi‑year vesting/2032 expiry, preserving long-term equity alignment .

Compensation & Ownership Tables (Multi‑Year)

Summary Compensation (Puhala)

Component ($)202220232024
Salary$315,000 $336,000 $340,200
Bonus— (no bonus) — (no bonus) — (no bonus)
Stock Awards$19,148 (RSUs) $8,183 (SARs)
Option Awards$172,607
Non‑Equity Incentive$189,000 $186,726 $122,472
All Other Comp$13,200 $13,520
Total$695,755 $544,109 $476,192

Revenues and EBITDA (Company)

Metric ($USD millions)FY 2022FY 2023FY 2024
Revenues—*—*—*
EBITDA—*—*—*

*Values retrieved from S&P Global.

Risk Indicators & Red Flags

  • Hedging/short sales/derivatives prohibited for insiders (policy filed with 10‑K) .
  • No pledging disclosures or stock ownership guidelines found in reviewed proxies .
  • Section 16(a) compliance indicated for FY 2024 (reduces reporting risk) .
  • Related party transactions exist with The Modern Group and Chart E&C, but none specifically tied to Puhala were disclosed .

Employment Contracts, Severance & Change‑of‑Control

  • Puhala: No specific employment agreement nor severance/change‑of‑control economics disclosed; status “at will” .
  • Company-level precedent: Detailed severance/consulting economics disclosed for former CEO Ballard in 2025 transition; not applicable to Puhala .

Expertise & Qualifications

  • CPA; B.B.A. and M.P.A. (UT Austin); extensive senior finance leadership across energy services, industrials, and oilfield services .

Investment Implications

  • Alignment: Puhala’s pay emphasizes cash incentives tied to Adjusted EBITDA plus HSE/operational goals, aligning compensation with profitability and execution; diminishing equity grants in 2024 reduce near-term dilution and equity-driven pay but leave 2022 options as long-term alignment .
  • Retention: At-will status without disclosed severance/CIC terms and reduced equity issuance could elevate retention risk if market opportunities offer richer equity packages; counterbalanced by tenure since 2018 and ongoing incentive payouts .
  • Trading signals: With 88,515 options outstanding at a $6.00 strike expiring in 2032 and hedging bans in place, future exercises may be sensitive to share price performance; no pledging disclosed reduces forced-sale risk .
  • Governance: Section 16(a) compliance and transparent incentive frameworks with Adjusted EBITDA focus support pay‑for‑performance credibility; absence of ownership guidelines limits formal “skin‑in‑the‑game” targets .