Clean Energy Technologies, Inc.
For the period ended Dec 31, 2024. Filed Apr 14, 2025.
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FY2024 · Filed Apr 14, 2025
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Item 11. Executive Compensation
The following discussion and analysis of compensation arrangements should be read together with the compensation tables and related disclosures that follow. This discussion contains forward-looking statements that are based on our current plans and expectations regarding future compensation programs. Actual compensation programs that we adopt may differ materially from the programs summarized in this discussion. The following discussion may also contain statements regarding corporate performance targets and goals. These targets and goals are disclosed in the limited context of our compensation programs and should not be understood to be statements of management’s expectations or estimates of results or other guidance. We specifically caution investors not to apply these statements to other contexts.
Summary Compensation Table – Years Ended December 31, 2024, and 2024
The following table sets forth information concerning all cash and non-cash compensation awarded to, earned by or paid to the named persons for services rendered in all capacities during the noted periods. No other executive officers received total annual salary and bonus compensation in excess of $100,000.
Summary Compensation Table
| Name and Principal · Salary · Bonus · Stock Awards · Option Awards · Non-equity Incentive Plan Compensation · Change in Pension Value and Nonqualified Deferred Compensation Earnings · All Other Compensation · Total | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Position | Year | ($)(1) | ($)(2) | ($)(3) | ($)(4) | ($) | ($) | ($)(5) | ($) | ||||||||||
| Kambiz Mahdi (6) | 2023 | $275,000 | $137,500 | $ | $ | - | $ | - | $ | - | $18,000 | $430,500 | |||||||
| Chief Executive Officer | 2024 | $275,000 | $137,500 | $ | - | $ | - | $ | - | $ | - | $18,000 | $430,500 | ||||||
| Calvin Pang (7) Chief Financial Officer | 2023 | $150,000 | $75,000 | $ | - | $ | - | $ | - | $ | - | $ | - | $225,000 | |||||
| 2024 | $150,000 | $75,000 | $ | - | $ | - | $ | - | $ | - | $ | - | $225,000 | ||||||
| Lance Woolley(8) | 2023 | 142,500 | 7,641 | 150,141 | |||||||||||||||
| Dir. Of operations | 2024 | 190,284 | 7,988 | 198,272 | |||||||||||||||
| Jamie Burrows(9) | 2023 | 180,244 | 6,880 | 187,124 | |||||||||||||||
| Dir. Of manufacturing | 2024 | 180,244 | 6,880 | 187,124 | |||||||||||||||
| (1) | The dollar value of salary (cash and non-cash) earned. |
| (2) | The dollar value of bonus (cash and non-cash) earned. |
| (3) | The value of the shares of common stock issued as compensation for services computed in accordance with ASC 718 on the date of grant. |
| (4) | The value of all stock options computed in accordance with ASC 718 on the date of grant. |
| (5) | All other compensation received that could not be properly reported in any other column of the table; consists of (i) $750.00 per month for health insurance and $750.00 per month for a car allowance for Mr. Mahdi, (ii) $316 per month for health insurance and $350 per month for a car allowance for Mr. Wooley, and (iii) $463 per month for health insurance and $110 per month for a phone allowance for Mr. Burrows. |
| (6) | On or about October 18, 2018, we entered into an at-will employment agreement with Mr. Mahdi, providing Mr. Mahdi an annual salary of $275,000, and a 50% cash bonus upon approval by the board of directors. The agreement may be terminated at any time. |
| (7) | On or about March 24, 2023, we entered into an at-will employment agreement with Mr. Pang, providing Mr. Pang an annual salary of $150,000, and a 50% cash bonus upon approval by the board of directors. The agreement may be terminated at any time. |
| (8) | Non-executive officer of the Company (disclosure for Mr. Wooley included per Item 402(a)(3)(iv) of Regulation S-K). On or about March 30, 2023, we entered into an at-will employment with Mr. Woolley as the director of operations, providing Mr. Woolley an annual salary of $190,284. |
| (9) | Non-executive officer of the Company (disclosure for Mr. Burrows included per Item 402(a)(3)(iv) of Regulation S-K). On or about December 17, 2015, we entered into an at-will employment with Mr. Burrows as the director of manufacturing, providing Mr. Burrows an annual salary of $165,000. On or about August 29, 2022, Mr. Burrows received a salary increase to $180,244. |
Outstanding Equity Awards at 2023 Fiscal Year-End
There are no outstanding options or stock awards held by our named executive officers as of December 31, 2024.
Executive Employment Agreements
On October 18, 2018, we entered into an at-will employment agreement with Mr. Mahdi, with an annual salary of $275,000, a payment of 50% cash bonus upon approval by the board of directors, and $750.00 per month for health insurance, and $750.00 for a car allowance. This agreement may be terminated at any time. In addition, as part of the agreement Mr. Mahdi was issued 500,000 shares of our common stock, as additional compensation.
On March 24, 2023, we entered into an at-will employment agreement with Mr. Pang, with an annual salary of $150,000. This agreement may be terminated at any time.
Potential Payments upon Termination or Change of Control
Severance Benefits
Mr. Mahdi will receive a severance benefit consisting of a single lump sum cash payment equal the salary that Mr. Mahdi would have been entitled to receive through the remainder or the Employment Period or One (1) year, whichever is greater.
Mr. Pang will receive a severance benefit consisting of a single lump sum cash payment equal the salary that Mr. Pang would have been entitled to receive through the remainder or the Employment Period or One (1) year, whichever is greater.
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