Shawn Pelsinger
About Shawn Pelsinger
Shawn Pelsinger was appointed to Surf Air Mobility’s Board as a Class A director on October 8, 2025. He is currently Chief Legal Officer and Chief Administrative Officer at Acrisure, and previously served for a decade as Global Head of Corporate Development & Senior Counsel at Palantir Technologies, where he helped establish Surf Air Mobility’s Palantir partnership and led major aviation and enterprise software deals; he has also taught as an adjunct professor at Columbia Law School since 2013. The company disclosed an initial RSU grant (target grant-date fair value $231,000) for his director service, vesting after one year; committee assignments have not yet been made.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Acrisure | Chief Legal Officer and Chief Administrative Officer | Current (as of Oct 2025) | Senior legal/admin leadership at global fintech across insurance, reinsurance, payroll, benefits, cybersecurity, real estate services |
| Palantir Technologies | Global Head of Corporate Development & Senior Counsel | Mar 2015 – Apr 2025 | Established SRFM–Palantir strategic relationship (2021); led aviation/data platform (Skywise with Airbus) and enterprise deals (KT, Fujitsu, Sompo, HD Hyundai, Credit Suisse, Starlab) |
| Shearman & Sterling (now A&O Shearman) | Attorney | Prior to Palantir | Corporate/legal practice experience |
| Columbia Law School | Adjunct Professor | Since 2013 | Teaching/academic role |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| Palantir Technologies Japan, K.K. (subsidiary of PLTR) | Member, Board of Directors | Jul 2024 | Advises on strategic direction and governance frameworks |
| Palantir Korea, LLC (subsidiary of PLTR) | Member, Board of Directors | Sep 2022 | Strategic oversight on governance, compliance, partnerships |
| Various early-stage tech companies | Advisor | Ongoing | Advisor to multiple early-stage technology firms |
Board Governance
- Appointment and class: Appointed Class A director effective Oct 8, 2025.
- Committees: None assigned as of appointment.
- Board leadership context: Independent Chairman (Carl Albert); CEO is Deanna White.
- Independence: 2025 proxy lists independence determinations for then-serving directors; Pelsinger joined after the proxy record date and no independence determination was disclosed therein.
- Attendance context: In 2024, the Board met 13 times; Audit 8, Compensation 5, Nominating & Governance 4; all then-directors attended ≥75% of their meetings.
- Pledging/hedging policy: Directors are prohibited from pledging or hedging company stock.
Fixed Compensation
| Component | Amount/Term | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | $35,000 | Reduced 30% from $50,000 on Dec 3, 2024; Lead Independent Director retainer $42,000 |
| Committee retainers | Audit: Chair $25,000; Member $12,500. Compensation: Chair $20,000; Member $10,000. Nominating: Chair $15,000; Member $7,500 | As of Dec 3, 2024 policy; Pelsinger has no committee roles at appointment |
| Annual equity grant (from 2025 onward) | Target $115,500 in RSUs | Reduced 30% effective Dec 3, 2024; vests in one year, subject to service |
Performance Compensation
| Equity Award | Grant/Target Value | Vesting | Notes |
|---|---|---|---|
| Initial RSU grant (Director appointment) | Target grant-date fair value $231,000 | Vests on one-year anniversary of grant, subject to continued service | As disclosed in 8-K; under Amended & Restated 2023 Equity Incentive Plan |
| Ongoing annual RSU (policy) | Target $115,500 | Annual, one-year vesting | Applies on/around annual meeting; time-vested, not performance-based |
No performance metrics are attached to director equity awards; they are time-based RSUs under policy.
Other Directorships & Interlocks
| Entity | Relationship to SRFM | Pelsinger’s Tie | Potential Interlock/Conflict Consideration |
|---|---|---|---|
| Palantir Technologies Inc. | Significant shareholder; strategic software partner (e.g., SurfOS/Foundry) | Former senior executive (through Apr 2025); current board roles at Palantir Japan KK and Palantir Korea LLC | Palantir held 3,421,007 SRFM shares (18%) as of Mar 25, 2025; interlock risk exists given major holder/vendor relationship—recusal and independence monitoring warranted |
Expertise & Qualifications
- Data/enterprise software and aviation tech: Led creation of Airbus–Palantir Skywise, with deep experience in data platforms and regulated industries.
- Strategic partnerships/M&A: Long track record crafting complex global partnerships (KT, Fujitsu, Sompo, HD Hyundai, Credit Suisse, Starlab).
- Legal/governance: Senior legal roles (Acrisure CLO/CAO; Palantir senior counsel) and governance roles on Palantir’s Asia subsidiaries; adjunct legal academia since 2013.
Equity Ownership
| Item | Status |
|---|---|
| Section 16 setup | Limited Power of Attorney for Forms 3/4/5 executed Oct 7, 2025 (Form 3 authorization) |
| Beneficial ownership reported | Not included in SRFM’s 2025 proxy (record date Apr 28, 2025) as he joined in Oct 2025; individual holdings not disclosed in documents reviewed |
Governance Assessment
-
Strengths
- Board skill add: Enterprise AI/data and aviation-software commercialization experience directly relevant to SRFM’s SurfOS strategy.
- Non-employee director structure with reduced cash/equity and stock ownership guidelines aligns with shareholder interests (5x cash retainer within five years).
- Anti-pledging/hedging policy reduces alignment risks.
-
Risks and RED FLAGS
- Potential interlock/conflict: Pelsinger’s long Palantir tenure and current roles on Palantir Japan/Korea boards while Palantir is both a strategic partner and an 18% shareholder could raise independence and related-party optics; clear recusals and committee assignments that avoid Palantir oversight are advisable.
- Committee oversight: As of appointment, he has no committee roles; if assigned in future, placement on Audit or Compensation would merit scrutiny given Palantir relationships.
- Broader related-party environment: Company has multiple related-party financing arrangements with LamVen/LamJam and affiliates (contextual governance sensitivity), though unrelated to Pelsinger.
-
Monitoring priorities for investors
- Independence determination in the next proxy (and any committee assignments).
- Disclosures of any Palantir-related transactions and Pelsinger recusals under the Related Person Transactions Policy.
- Director stock ownership progress vs. 5x retainer guideline over five years.
Appendices (Contextual Company Governance Data)
- Committee compositions (2025 proxy): Audit—John D’Agostino (Chair), Carl Albert, Bruce Hack; Compensation—Carl Albert (Chair), Bruce Hack, Edward Mady; Nominating—Carl Albert (Chair), John D’Agostino, Tyrone Bland.
- 2024 meetings/attendance: Board (13), Audit (8), Compensation (5), Nominating (4); all then-directors ≥75% attendance.
- Director compensation policy: Cash and RSU framework with 30% reductions effective Dec 3, 2024; annual RSU target $115,500 from 2025; initial RSU target $231,000.