Alexander Shen
About Alexander Shen
Alexander Shen, age 63, is Chief Executive Officer of TechPrecision Corporation (appointed November 14, 2014) and has served on the board since September 15, 2022 . He holds a B.S. in Engineering from Michigan State University and brings extensive manufacturing leadership across metal fabrication, automotive, security products, industrial distribution, and contract manufacturing, with international management roles in Japan, China, Mexico, and Europe; he is fluent in Chinese and Japanese languages and cultures . Under Shen’s tenure, revenue increased from $22.3M in FY 2022 to $34.0M in FY 2025, while TSR declined and net income remained negative, reflecting ongoing turnaround dynamics * *.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| TechPrecision (Ranor subsidiary) | President | Since Jun 2014 | Led subsidiary operations; later also served as president of WCMC, aligning manufacturing execution with corporate strategy . |
| SIB Development & Consulting | President | 2013 | Cost optimization leadership in fixed monthly cost reduction . |
| TydenBrooks Security Products Group | President | Jul 2011–Dec 2012 | Led security products operations; commercial execution in niche industrial markets . |
| Burgon Tool Steel Company | President & CEO | Jan 2009–Jun 2011 | Ran specialty steel distribution; operational turnaround experience . |
| Ryerson, Inc. | CEO, Ryerson Mexico & VP—International | 2007–2009 | Built international metals distribution footprint; cross-border operating expertise . |
| Sumitomo Electric Group | Division GM & COO (Automotive) | 1998–2007 | Scaled automotive electrical/electronic systems; deep supply-chain and operations experience . |
| Alcoa (Automotive Division); GM; Chrysler | Various roles | Pre-1998 | Early career in automotive operations; groundwork in OEM-grade manufacturing . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| — | — | — | No external public company board roles disclosed for Shen in the proxy . |
Board Governance
- Board service: Director since September 15, 2022; executive officer director (non-independent). Committees are comprised of independent directors; Shen is not listed as a member of Audit, Compensation, or Nominating & Corporate Governance Committees .
- Board leadership: Independent Chair (Gen. Victor E. Renuart Jr. (Ret.) since Dec 2024); Company policy separates Chair and CEO roles to enhance independence and risk oversight .
- Independence: Majority of board is independent (Levy, Renuart, Schenker, Straus) .
- Attendance: Each incumbent director attended at least 75% of board and committee meetings in fiscal 2025 .
- Hedging: Insider Trading Policy prohibits short sales, options trading on Company securities, and hedging/monetization transactions (e.g., collars, prepaid forwards, swaps, exchange funds) .
Fixed Compensation
| Metric | FY 2024 | FY 2025 |
|---|---|---|
| Base Salary ($) | $294,231 | $334,423 |
| Target Bonus (% of Salary) | Up to 75% per employment agreement | Up to 75% per employment agreement |
| Actual Bonus Paid ($) | $500 | $500 |
| All Other Compensation ($) | $3,263 | $2,844 |
Notes:
- CEO employment agreement sets target annual cash bonus up to 75% of base salary, tied to Company financial performance as determined by the board; no specific performance metric weightings disclosed .
Performance Compensation
| Component | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual cash incentive | Board-determined financial performance | Not disclosed | Up to 75% of base salary | Not disclosed | $500 (FY 2024), $500 (FY 2025) | Cash; n/a |
| Equity incentives (historical option grants) | Share price appreciation | n/a | n/a | n/a | n/a | See Equity Awards table for vesting schedules |
- Clawback: All awards under the 2016 Long-Term Incentive Plan are subject to rescission/cancellation/recoupment under the Company’s clawback policy .
Equity Awards (Options) – Grant and Vesting Detail
| Grant Date | Instrument | Number | Strike Price | Vesting Schedule | Status | Expiration |
|---|---|---|---|---|---|---|
| Aug 12, 2015 | Stock Options | 192,500 | $0.32 | Vested in three equal annual installments; first tranche at grant; remaining on first and second anniversaries | Cashless exercised by Shen on Aug 6, 2025 | Aug 11, 2025 |
| Dec 27, 2016 | Stock Options | 250,000 | $2.00 | Two-thirds vested at grant; remaining 83,334 vested on first anniversary | Outstanding and exercisable | Dec 26, 2026 |
As of Oct 2, 2025, closing stock price was $5.23, making the 2016 options in-the-money .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 479,793 shares; 4.82% of shares outstanding (9,952,950) as of Oct 1, 2025 |
| Breakdown | Includes 250,000 shares underlying options exercisable within 60 days of Oct 1, 2025 |
| Vested vs Unvested | 2015 options vested and exercised; 2016 options fully vested and exercisable |
| Pledging | No pledging disclosures found; policy prohibits hedging/derivatives but pledge policy not specified . |
| Hedging | Prohibited (short sales, options, collars, prepaid forwards, swaps, exchange funds) |
| Ownership Guidelines | Not disclosed in proxy |
Employment Terms
| Term | Key Provisions |
|---|---|
| Agreement Date | CEO employment agreement executed November 17, 2014 |
| Base Salary | $350,000; increased from $275,000 and subject to board adjustments |
| Annual Bonus | Target up to 75% of base salary; based on Company financial performance as determined by the board |
| Equity | One-time option grant to purchase 250,000 shares; vested over three years at market exercise price |
| Severance (Change in Control) | If terminated without cause or resigns for good reason within six months following a change in control, continuation of base salary for 12 months (approx. 1x salary) |
| Non-Compete / Non-Solicit | 12 months following termination; restrictions on soliciting employees or clients |
| Confidentiality/IP | Standard confidentiality and IP assignment provisions |
| Relocation | $35,000 relocation allowance; temporary living assistance |
| Clawback Policy | 2016 Plan awards subject to Company clawback/recoupment policy |
| Interim Finance Roles | Served as interim principal financial and accounting officer Feb 14–Mar 7, 2025 |
Performance & Track Record
| Metric | FY 2022 | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|---|
| Revenues ($) | 22,282,495 * | 31,431,614 * | 31,591,000 * | 34,031,000 * |
| EBITDA ($) | -144,296* | 473,520* | 96,000* | 357,000* |
| Net Income ($) | -349,834 * | -979,006* | -7,042,000 * | -2,748,000 * |
| TSR – $100 initial investment (Value) | $133 | $139 | $71 | $45 |
Values marked with * were retrieved from S&P Global.
Observations:
- Revenues grew steadily FY 2022–FY 2025, but profitability remained negative; TSR deteriorated materially in FY 2024–FY 2025 * *.
- CEO pay “compensation actually paid” tracked near reported totals, with minimal equity revaluation impact; net losses widened in FY 2024 and improved in FY 2025 .
Related Party Transactions and Red Flags
- Related party transactions: None over $120,000 since April 1, 2022 .
- Hedging: Prohibited by policy; reduces misalignment risk .
- Option repricing: No repricing disclosed; 2016 options remain in-the-money at $5.23 close on Oct 2, 2025 .
- Say-on-pay: Advisory vote scheduled annually; specific approval percentages not disclosed for FY 2025 .
Compensation Structure Analysis
- Mix shift: CEO compensation shows predominantly fixed salary with de minimis annual cash bonus payouts ($500 per year), and no new option or stock awards reported in FY 2024–FY 2025; at-risk pay appears limited versus a 75% target bonus opportunity .
- Equity overhang: Legacy options were exercised (2015 grant), while 2016 grant remains outstanding and in-the-money through Dec 2026, which can create periodic trading windows but avoids underwater-repricing risk .
- Clawback and risk controls: 2016 Plan subjects awards to clawback; hedging and derivatives prohibited, aligning incentives with long-term stock performance .
Investment Implications
- Alignment: Shen’s ~4.82% beneficial stake, including fully vested 2016 options, supports alignment; hedging restrictions and lack of pledging disclosures reduce misalignment risk, though explicit ownership guidelines are not disclosed .
- Incentive signaling: Despite a 75% target bonus opportunity, actual annual bonuses were minimal ($500), suggesting tight cash incentive outcomes tied to financial performance and/or board discretion in a period of negative net income and weak TSR .
- Retention and change-in-control economics: Severance is moderate (1x salary for specific post-CIC termination scenarios) with a 12-month non-compete; this is not overly generous and limits shareholder risk from golden parachutes .
- Governance: Separation of Chair and CEO, independent committee composition, and majority-independent board mitigate dual-role independence concerns (CEO + director); Shen is not on key committees, reducing conflicts .
- Performance risk: Continued net losses and depressed TSR in FY 2024–FY 2025 indicate execution and profitability risk; revenue growth is a positive, but EBITDA/net income trends highlight the need for margin improvement under Shen’s operating strategy * *.