Brent Pope
About Brent Pope
Brent Pope, age 54, is Chief Operating Officer of AgEagle Aerial Systems (UAVS) since November 14, 2024, after serving as Executive Vice President of Operations beginning January 2024; he holds a B.S. in Mechanical Engineering from General Motors Institute and an MBA from Southern Methodist University and brings nearly 30 years of manufacturing, sales, and engineering leadership across automotive, defense and transportation sectors . During his tenure in 2024, AgEagle’s revenue declined modestly to $13.39M from $13.74M in 2023, and the company reported a net loss of ~$35.23M; the SEC pay-versus-performance table shows the value of a $100 investment based on TSR at $8.05 for 2024, underscoring shareholder return pressure through the period .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| DexKo Global (Rockwell American division) | Vice President & General Manager | 2013–2024 | Led a PE-backed manufacturer of engineered suspension systems and structural components; general management of division operations . |
| General Dynamics (AxleTech division) | Sales leadership and engineering roles | Not disclosed | Defense industry experience across sales and engineering within heavy vehicle systems . |
| Ebasco; Jacobs Group | Engineering roles | Not disclosed | Engineering within defense/industrial projects, supporting technical execution . |
| Sanden International (Tokyo-based) | Led global heavy truck business | Not disclosed | International leadership in heavy truck components; global market expansion . |
| Clean Energy (BAF – NG-fueled vehicle division) | Startup/high-growth environment | Not disclosed | Scaled alternative-fuel vehicle initiatives; commercialization and operations . |
External Roles
No external directorships or committee roles for Pope were disclosed in the company’s proxy and filings .
Fixed Compensation
| Metric (USD) | 2024 |
|---|---|
| Salary | $210,517 |
| Target bonus % | Not disclosed |
| Actual bonus paid | $0 |
| All Other Compensation | $7,882 |
Notes:
- 2024 disclosures reflect actual compensation paid; base salary rate and target bonus percentage were not specified for Pope .
Performance Compensation
| Component | Grant detail | Performance metric linkage | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| RSUs | $6,347 grant-date fair value | Not disclosed | Not disclosed | Not disclosed | RSUs generally vest over one year of service or immediately if performance-based (award-specific vesting terms not detailed for Pope) . |
There were no option awards to Pope in 2024; the company indicated it does not currently grant new stock options or option-like awards, focusing on RSUs/stock awards .
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Total beneficial ownership (shares) | 19,805 |
| Ownership as % of shares outstanding | <1% (13,009,329 shares outstanding on record date) |
| Unvested RSUs at 12/31/24 | 0 (none listed for Pope) |
| Options (exercisable/unexercisable) | 0 / 0 |
| Shares pledged as collateral | Not disclosed; Insider Trading Policy prohibits margin accounts, short sales, and derivative transactions for officers and directors . |
| Stock ownership guidelines | Not disclosed |
Related policies and controls:
- Clawback: Broad clawback policy (NYSE American-compliant) to recover incentive compensation (including equity) in case of financial restatement due to material noncompliance; filed Nov 27, 2024 (10‑K/A FY2023, Ex. 97.1) .
- Anti-hedging/margin/short sales: Prohibits derivative transactions, margin accounts, and short sales for directors/officers .
- Insider Trading Policy: Governs securities transactions; filed Mar 31, 2025 (10‑K FY2024, Ex. 19.1) .
Employment Terms
| Term | Detail |
|---|---|
| Current role | Chief Operating Officer (since Nov 14, 2024) |
| Prior role at UAVS | Executive Vice President of Operations (since Jan 2024) |
| Employment agreement | Not disclosed for Pope (CEO agreement terms are disclosed separately) |
| Severance/CoC provisions | Not disclosed for Pope; the 2017 Omnibus Equity Plan contains change-in-control mechanics for stock options; RSU-specific CoC treatment not detailed in proxy . |
| Non-compete / Non-solicit / Garden leave | Not disclosed . |
Company equity plan context:
- Share reserve increase under the 2017 Omnibus Equity Incentive Plan from 300,000 to 1,300,000 shares (subject to shareholder approval); aggregate potential dilution estimated at 8.6% of fully-diluted common shares .
- 2024 burn rate for equity usage ~2% (stock-settled awards), with no options granted in 2024 .
Performance & Track Record
| Indicator | 2024 |
|---|---|
| Revenue | $13.39M (down from $13.74M in 2023) |
| Net income (loss) | $(35.23)M (per PVP net income) |
| TSR (value of $100 investment) | $8.05 (per PVP table) |
Additional risk/operational context:
- Going concern uncertainty disclosed by auditor (Withum) and management due to ongoing losses and funding needs .
- CFO turnover: Former CFO Mark DiSiena resigned Nov 15, 2024; new CFO Alison Burgett appointed Apr 14, 2025, indicating leadership transition through Pope’s first year in senior management .
Compensation Structure Analysis
- Mix: Pope’s 2024 compensation is predominantly cash salary with a small RSU grant ($6,347), and no options—consistent with the company’s current practice to avoid new option grants (lower leverage to upside, less risk compared to options) .
- Pay-for-performance: The proxy does not disclose Pope-specific performance metrics or payout curves; the company notes CAP and net income are not used for incentive determinations, limiting direct visibility into pay-to-performance alignment for Pope .
- Dilution/plan supply: Equity plan amendment significantly increases share pool; near-term incentive grants may be delivered as full-value equity awards (RSUs/stock), elevating potential dilution but aligning executives to stock price recovery if awards are performance-conditioned .
Investment Implications
- Alignment: Pope’s beneficial ownership is modest (<1%), and he had no unvested RSUs or options at 12/31/24—near-term insider selling pressure from vesting appears low; anti-hedging/margin restrictions reduce misalignment risks .
- Retention/CoC: Lack of disclosed severance/change-in-control specifics for Pope limits clarity on retention economics; monitor future proxies or 8‑K Item 5.02 filings for any updates .
- Execution risk: Revenue contraction, significant net losses, and going-concern language highlight operational and financing risk; leadership transitions (CFO change) add execution complexity as Pope scales operations .
- Dilution and incentives: Proposed 1.0M-share increase to the plan (8.6% potential overhang) suggests more equity-based incentives ahead; this can align management but may pressure share supply—watch annual grant levels and performance conditions to gauge discipline .
- Trading signals: With limited outstanding unvested equity for Pope at FY-end, Form 4 activity will be key to assess future selling/buying; and pay structure shifts toward performance-conditioned RSUs would strengthen alignment if adopted (not disclosed for 2024) .