Jonathan Leinwand
About Jonathan Leinwand
Jonathan Leinwand (age 55) serves as General Counsel and Secretary of Safe Pro Group Inc. (SPAI). He earned his JD from the University of Miami School of Law in 1995, is admitted to practice law in Florida and the Southern District of Florida, and has decades of capital markets and securities experience, including acting as in-house counsel for publicly traded companies and advising on PIPEs and private placements . Company operating context: SPAI reported Q3 2024 revenue of $330,756 (+102.2% YoY) and nine-month 2024 revenue of ~$1.281 million (+100.2% YoY), highlighting growth across AI and drone services segments .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Andrew Hall & Associates (Miami) | Attorney (complex commercial litigation) | 1995–1996 | Early litigation training supporting later corporate/securities counsel work |
| Private Law Practice | Principal; corporate and securities practice for public companies | 1996–present | Acts as “in-house” counsel; manages outside counsel; advises on capital markets and reporting |
External Roles
| Organization/Client Type | Role | Years | Strategic Impact |
|---|---|---|---|
| Public companies (OTC/Nasdaq/Amex) | Outside/in-house corporate & securities counsel | Ongoing | Advises on Exchange Act reporting, capital markets, fundraising, and compliance |
| Investors and broker-dealers | Advisor on PIPEs and restricted securities compliance | Ongoing | Enables structured financings and regulatory-compliant transactions |
Equity Ownership & Alignment
| Ownership Detail | Value | Notes |
|---|---|---|
| Total beneficial ownership | 622,500 shares | Includes 600,000 common shares and 22,500 options exercisable within 60 days |
| Percent of class | 4.1% | Based on 15,172,185 shares outstanding as of April 30, 2025 |
| Options exercisable | 22,500 | Exercise price $3.40; exercisable within 60 days |
| Vested vs. unvested | Not disclosed | No vesting breakdown provided in proxy filings |
| Shares pledged as collateral | Not disclosed | No pledging disclosure identified in proxy materials |
| Stock ownership guidelines compliance | Not disclosed | No executive ownership guideline disclosure identified |
Fixed Compensation
- Not disclosed for Jonathan Leinwand in FY2024; he is not listed among named executive officers in the Summary Compensation Table .
Performance Compensation
- Not disclosed (no RSU/PSU/option awards for Leinwand detailed in the proxy; options noted only in beneficial ownership table without grant/vesting specifics) .
Employment Terms
- Position: General Counsel and Secretary .
- Employment start date/term, auto-renewal, severance, change-in-control, non-compete/non-solicit, garden leave, consulting: Not disclosed in filings reviewed .
- Company-wide policies affecting awards: SPAI adopted a Dodd-Frank Restatement Recoupment Policy (clawback) for erroneously awarded incentive-based compensation received after Oct 2, 2023 over the prior three completed fiscal years . SPAI’s proposed 2025 Equity Incentive Plan allows the compensation committee to accelerate vesting/exercisability of awards at change-in-control and prohibits repricing of options/SARs without stockholder approval .
Governance and Committees (context)
- Compensation Committee: John E. Miller (Chair), Arthur T. Dean, Lee Van Arsdale; all independent under Nasdaq rules; oversees executive pay, employment agreements, and stock plans .
- Insider Trading & Section 16: Board-adopted Insider Trading Policy; company indicates Section 16(a) compliance for 2024 based on reviewed forms/written representations .
Performance & Track Record (Company context during tenure)
- Q3 2024 revenue rose 102.2% YoY; nine-month 2024 revenue up 100.2% YoY, driven by Airborne Response and initial SpotlightAI revenues; patent Notice of Allowance covering AI explosives detection (21 claims) supports IP positioning .
Related Party Transactions
- Proxy discloses related-party items involving other executives (e.g., Borkar/American Protection Works, Erdberg/Airborne Response), but contains no specific related-party transaction disclosures involving Jonathan Leinwand .
Investment Implications
- Alignment: 4.1% beneficial ownership (600k shares + 22.5k exercisable options) indicates meaningful skin-in-the-game for a non-CEO officer, supporting alignment with shareholder outcomes .
- Selling pressure: The presence of currently exercisable options (22,500 at $3.40) creates potential for near-term liquidity events; monitor Form 4 filings for exercise/sales activity as catalysts around blackout windows and company events .
- Pay-for-performance transparency: As a non-named executive officer, cash/equity compensation details are not disclosed, limiting direct assessment of pay-performance linkage for this role .
- Governance safeguards: Company-level clawback policy and equity plan features (no repricing, change-in-control acceleration controlled by committee) mitigate certain compensation risk factors; continued oversight by independent compensation committee is a positive .
- Risk indicators: No pledging disclosures found; Section 16(a) compliance noted; maintain vigilance on future disclosures (e.g., 8-K 5.02 appointments/comp changes) and insider trading reports to detect shifts in retention risk or trading signals .