Kevin Cureton
About Kevin Cureton
Kevin Cureton, age 64, is President and Chief Executive Officer of Solésence, Inc. (Nasdaq: SLSN) since September 3, 2025; he joined the company in November 2012 and previously served as VP Sales/Marketing/BD, Chief Commercial Officer, and Chief Operating Officer. He holds a B.S. in Chemical Engineering from Carnegie Mellon University and an MBA from the University of Chicago Booth School of Business . Company pay-versus-performance data shows the value of a $100 TSR investment was $26 in 2022, $14 in 2023, and $55 in 2024, while net income moved from $(2.6) million in 2022 to $(4.4) million in 2023 and $4.235 million in 2024 . Under Cureton’s leadership commentary, 2025 sales were up $10 million through nine months with a full-year projection of ~$64 million, or roughly $12 million above 2024, and management expects margins to normalize over coming quarters .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Solésence, Inc. | VP Sales, Marketing & Business Development | 2012–2017 | Joined Nov 2012 to drive commercial growth initiatives . |
| Solésence, Inc. | Chief Commercial Officer | 2018 | Elevated to lead commercial strategy effective Jan 1, 2018 . |
| Solésence, Inc. | Chief Operating Officer | 2019–2025 | Oversaw operations; led founding and development of core Consumer Beauty, Health & Wellness business . |
| Solésence, Inc. | President & Chief Executive Officer | 2025–Present | Appointed CEO and President effective Sept 3, 2025 as part of strategic transformation and Nasdaq uplisting . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| AMCOL International Corporation | Founder & Managing Director, skin care & dermatology technology business | 12 years | Built and led a dermatology technology platform within personal care . |
| Air Products | Various roles | Not disclosed | Chemical industry roles contributing to personal care experience . |
| Borden | Various roles | Not disclosed | Industry roles supporting broader chemical/personal care expertise . |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $294,492 | $309,256 |
| All Other Compensation ($) | $22,704 | $21,299 |
| Benefits detail | Health insurance (same for all employees), life insurance equal to annual salary capped at $150,000 | Health insurance (same for all employees), life insurance equal to annual salary capped at $150,000 |
- 2025 employment amendment: annual base salary not less than $367,000, eligible for bonuses and stock option grants under the Equity Compensation Plan .
Performance Compensation
Annual Cash Bonus (Pay-for-Performance)
| Year | Target Bonus % | Actual Bonus Paid ($) | Performance Metrics | Payout Timing |
|---|---|---|---|---|
| 2023 | Not disclosed | $0 | Company performance not met | N/A |
| 2024 | Not disclosed | $111,016 | Objectives include total revenue, revenue growth, source mix, BD achievements, cash flow targets, and discretionary component | Paid July 2025 |
Equity Awards – Options Outstanding (as of Dec 31, 2024)
| Grant/Series | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration | Vesting Schedule |
|---|---|---|---|---|---|
| 02/23/2016 | 43,500 | — | 0.42 | 02/23/2026 | Fully vested |
| 02/21/2017 | 50,000 | — | 0.68 | 02/21/2027 | Fully vested |
| 05/23/2018 | 80,000 | — | 0.82 | 05/23/2028 | Fully vested |
| 05/22/2019 | 16,500 | — | 0.51 | 05/22/2029 | Fully vested |
| 06/18/2019 | 90,000 | — | 0.45 | 06/18/2027 | Fully vested |
| 12/28/2018 | 90,000 | — | 4.17 | 12/28/2028 | Fully vested |
| 12/20/2022 | 48,000 | 24,000 | 1.17 | 12/20/2029 | Vest in three equal installments on 12/20/2023–2025 |
| 12/27/2023 | 4,200 | 8,400 | 0.61 | 12/27/2030 | Vest in three equal installments on 12/27/2024–2026 |
| 12/31/2024 | — | 22,500 | 2.44 | 12/31/2031 | Vest in three equal installments on 12/31/2025–2027 |
- Change-in-control acceleration: all outstanding stock options automatically accelerate and become fully exercisable; restrictions on restricted shares lapse; performance shares paid at target pro-rata; successor must assume options if Company not surviving .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 570,912 shares; includes 378,700 shares issuable upon exercise of options within 60 days of June 30, 2025 . |
| Ownership as % of shares outstanding | <1% of 70,481,945 shares outstanding as of June 30, 2025 (*) . |
| Vested vs unvested | Options exercisable currently/within 60 days: 378,700; unexercisable series detailed above . |
| In-the-money value (change-in-control reference) | Estimated acceleration value $46,000 at $2.44 closing price on 12/31/2024 . |
| Hedging/pledging | Company policy prohibits pledging, short sales, options on Company stock, and hedging transactions; approved 10b5-1 plans permitted . |
| Stock ownership guidelines | Not disclosed . |
(*) Proxy denotes “less than one percent” rather than a precise percentage.
Employment Terms
| Provision | Terms |
|---|---|
| Current role & appointment | Appointed President & CEO effective Sept 3, 2025 . |
| Base salary (current agreement) | Not less than $367,000; eligible for bonuses and stock option grants under Equity Compensation Plan . |
| Original employment agreement | Effective Nov 28, 2012, base salary not less than $190,000 . |
| Severance (without cause) | Base salary for 26 weeks; all stock options granted prior to termination become fully vested and exercisable per grant agreement and Plan . |
| Change-in-control (equity) | Options accelerate; restricted share restrictions lapse; performance shares settled pro-rata at target; successor must assume options if Company not surviving . |
| Quantified payouts (as of 12/31/2024) | Termination by Company without cause: $206,000; Change in control: $46,000; Involuntary termination in connection with or following change in control: $206,000; values use $2.44 closing price on 12/31/2024 . |
| Clawbacks/Tax gross-ups | Not disclosed . |
| Non-compete/Non-solicit | Not disclosed; “Cause” definition includes competition/breach; plan documents define Cause and termination mechanics . |
Performance & Track Record
- 2025 operating context: Sales up $10 million through nine months; management projects $64 million FY2025 sales ($12 million YoY increase) and anticipates gross margin normalization over coming quarters as direct margin improvements continue and indirect costs are worked down .
- 2025 leadership transition: Rebranding from Nanophase to Solésence and Nasdaq uplisting (April 8) preceded Cureton’s promotion; company emphasized patents (>90 globally issued across four platforms), 8 innovation awards, and growth at a CAGR >7x compared to the addressable market in skincare/color/suncare, with Cureton credited for over a decade of partnership and leading core business development .
- 2024 pay-versus-performance context: Net income positive at $4.235 million; TSR metric shows $100 investment valued at $55 at year-end 2024 (vs $14 in 2023 and $26 in 2022) .
Compensation Committee Analysis
- Committee composition: Compensation Committee members are R. Janet Whitmore (Chair), Laura M. Beres, and Mark E. Miller; the company qualifies as a “controlled company” under Nasdaq due to majority ownership by Bradford T. Whitmore .
- Consultant usage: Compensation Committee does not currently utilize external compensation consultants; management provides recommendations but the Committee retains decision-making .
- Equity grant practice: Historically NSOs with exercise price at/above market; annual grants generally approved in Q4, avoiding timing around major filings; the 2025 Equity Compensation Plan proposes 3,000,000 shares and maintains acceleration on change-in-control .
Risk Indicators & Red Flags
- Controlled company status: Majority ownership (~71%) by Bradford T. Whitmore and affiliates; board exemptions may apply under Nasdaq “controlled company” rules .
- Related party financing: Company engaged in debt facilities and promissory note transactions with Whitmore-affiliated entities; maturities extended to April 30, 2027 .
- Hedging/pledging: Prohibited for directors, officers, and employees, mitigating alignment risks from collateralization or derivative overlays .
- Section 16 compliance: Two late filings by Ms. Whitmore noted; annual option grants filed late in Jan 2025 for several insiders due to oversight (administrative), including Cureton .
Investment Implications
- Alignment and retention: Cureton’s compensation is primarily cash plus non-qualified stock options with clear, scheduled vesting and single-trigger equity acceleration on change-in-control; severance is modest (26 weeks), suggesting limited golden parachute risk and moderate retention incentives tied to ongoing equity vesting .
- Near-term selling pressure: Upcoming option vest tranches on 12/31/2025 (22,500 shares at $2.44) and residual tranches through 2026 may create incremental liquidity windows; pledging and hedging are prohibited, reducing forced-sale risk .
- Performance-linked cash bonuses: Bonus framework tied to revenue growth, mix, BD achievements, and cash flow; 2024 payout confirms sensitivity to operational execution; 2025 commentary indicates improving margins and revenue growth, supportive of bonus realization if goals are met .
- Governance considerations: Controlled company structure and related-party financing merit ongoing monitoring of compensation rigor and independence; however, the Committee’s stated practices and prohibition on hedging/pledging mitigate some governance risks .