Kaival Brands Innovations Group Inc
For the period ended Oct 31, 2024. Filed Feb 10, 2025.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Feb 10, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 11. Executive Compensation
Summary Compensation Table
The table below summarizes all compensation awarded to, earned by, or paid to our named executive officers, which is defined herein as (i) all individuals serving or having served as our principal executive officer or officers during the year ended October 31, 2024, (ii) each of our two other most highly compensated executive officers who were serving as executive officers at the end of the year ended October 31, 2024, and (iii) any individuals for whom disclosure would have been required but for the fact that the individual was not serving as an executive officer as of the fiscal year ended October 31, 2024.
| Name and principal position · Fiscal Year Ended October 31, · Salary ($) · Bonus ($) · Stock Awards ($) · Option Awards ($) (1) · Non-Equity Incentive Plan Compensation ($) · Nonqualified Deferred Compensation Earnings ($) · Total ($) | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Nirajkumar Patel, Former Interim CEO , Chief Science & Regulatory Officer and Director (2) | 2023 | 276,000 | 0 | 0 | 364,994 | 0 | 0 | 640,994 | |
| 2024 | 241,499 | 0 | 0 | 0 | 0 | 0 | 241,499 | ||
| Eric Mosser, former CEO, President, and Director (3) | 2023 | 300,000 | 0 | 0 | 699,941 | 0 | 0 | 999,941 | |
| 2024 | 129,549 | 0 | 0 | 0 | 0 | 0 | 129,549 | ||
| Mark Thoenes, Interim CEO and Director | 2023 | 298,050 (6) | 0 | 0 | 30,650 | 0 | 0 | 328,700 | |
| 2024 | 74,583 | (6) | 0 | 0 | 0 | 0 | 0 | 74,583 | |
| Thomas Metzler, Former CFO (4) | 2023 | 61,076 | 0 | 0 | 150,000 | 0 | 0 | 211,076 | |
| 2024 | 83,112 | 0 | 0 | 0 | 0 | 0 | 83,112 | ||
| Stephen Sheriff, Former COO (5) | 2023 | 146,528 | 7,500 | 0 | 75,808 | 0 | 0 | 229,836 | |
| 2024 | 88,352 | 0 | 0 | 0 | 0 | 0 | 88,352 | ||
| Eric Morris, Interim CFO | 2023 | 84,720 | 3,000 | 0 | 39,117 | 0 | 0 | 126,837 | |
| 2024 | 168,960 | 1,500 | 0 | 0 | 0 | 0 | 170,460 | ||
| (1) | Reflects the fair value of stock awards during the years in accordance with FASB ASC 718, Compensation–- Stock Compensation, using actual forfeitures that were immaterial. For valuation assumptions related to the 2023 option awards, refer to Note 2, “Share-Based Compensation,” to the accompanying audited consolidated financial statements for the year ended October 31, 2024. |
| (2) | Mr. Nirajkumar Patel resigned from the Company on September 7, 2024, upon his passing. |
| (3) | Mr. Mosser resigned from the Company on March 8, 2024. |
| (4) | Mr. Metzler resigned from the Company on February 20, 2024. |
| (5) | Mr. Sheriff resigned from the Company on February 22, 2024. |
| (6) | Consulting fees pursuant to the Consulting Agreement (as defined below). See “Narrative Discussion” for additional information. |
Narrative Discussion
The following is a narrative discussion of the material information that we believe is necessary to understand disclosed in the foregoing Summary Compensation Table. The following narrative disclosure is separated into sections, with a separate section for each of our named executive officers.
Nirajkumar Patel
During the fiscal year ended October 31, 2024, we paid a base salary of approximately $241,499 to Nirajkumar Patel, our former CEO, Chief Science & Regulatory Officer, compared to a base salary of approximately $276,000 for the fiscal year ended October 31, 2023.
We issued the following stock compensation to Mr. Patel during fiscal years 2023 and 2024:
| Vesting and/or Issuance Date | Number of Shares of our Common Stock | Price Per Share | Aggregate Value |
|---|---|---|---|
| 2/6/2023 | 23,810 | 15.33 | 365,007 |
Eric Mosser
During the fiscal year ended October 31, 2024, we paid a base salary of approximately $129,549 to Eric Mosser, our former CEO, compared to a base salary of approximately $300,000 for the fiscal year ended October 31, 2023.
We issued the following stock compensation to Mr. Mosser during fiscal years 2023 and 2024:
| Vesting and/or Issuance Date | Number of Shares of our Common Stock | Price Per Share | Aggregate Value |
|---|---|---|---|
| 8/1/2023 | 27,004 | 12.41 | 335,120 |
| 2/6/2023 | 23,810 | 15.33 | 365,007 |
Mark Thoenes
During the fiscal year ended October 31, 2024, we paid a base salary of approximately $74,583 to Mark Thoenes, our Interim CEO, compared to a base salary of approximately $298,050 for the fiscal year ended October 31, 2023.
We issued the following stock compensation to Mr. Thoenes during fiscal years 2023 and 2024:
| Vesting and/or Issuance Date | Number of Shares of our Common Stock | Price Per Share | Aggregate Value |
|---|---|---|---|
| 3/3/2023 | 2,381 | 12.87 | 30,643 |
| 4/23/2024 | 10,000 | 3.64 | 36,400 |
Thomas Meztler
During the fiscal year ended October 31, 2024, we paid a base salary of approximately $83,112 to Thomas Meztler, our former CFO, compared to a base salary of approximately $61,076 for the fiscal year ended October 31, 2023.
We issued the following stock compensation to Mr. Meztler during fiscal years 2023 and 2024:
| Vesting and/or Issuance Date | Number of Shares of our Common Stock | Price Per Share | Aggregate Value |
|---|---|---|---|
| 8/1/2023 | 12,091 | 12.41 | 150,049 |
Stephen Sheriff
During the fiscal year ended October 31, 2024, we paid a base salary of approximately $88,352 to Stephen Sheriff, our former COO, compared to a base salary of approximately $146,528 for the fiscal year ended October 31, 2023.
We issued the following stock compensation to Mr. Thoenes during fiscal years 2023 and 2024:
| Vesting and/or Issuance Date | Number of Shares of our Common Stock | Price Per Share | Aggregate Value |
|---|---|---|---|
| 8/22/2023 | 7,524 | 10.08 | 75,842 |
| 2/6/2023 | 1,190 | 15.33 | 18,243 |
Eric Morris
During the fiscal year ended October 31, 2024, we paid a base salary of approximately $168,960 to Eric Morris, our Interim CFO, compared to a base salary of approximately $84,720 for the fiscal year ended October 31, 2023.
We issued the following stock compensation to Mr. Morris during fiscal years 2023 and 2024:
| Vesting and/or Issuance Date | Number of Shares of our Common Stock | Price Per Share | Aggregate Value |
|---|---|---|---|
| 7/8/2023 | 2,381 | 16.56 | 39,429 |
Outstanding Equity Awards at Fiscal Year-End October 31, 2024
| Stock Option Awards | ||
|---|---|---|
| Name | Number of Stock Options that Have Not Vested (#) | Market Value of Stock Options that Have Not Vested ($) |
| Eric Morris | 1,786 | 29,572 |
| Mark Thoenes | 2,500 | 9,100 |
Potential Payments Upon Termination or Change-of-Control
Other than the stock options mentioned above in “Outstanding Equity Awards at Fiscal Year-End”, none of our named executive officers are entitled to any payments upon termination or change-of-control.
Retirement or Similar Benefit Plans
There are no arrangements or plans in which we provide retirement or similar benefits for our named executive officers.
Director Compensation
In fiscal year 2024, we compensated our independent directors as follows:
| Name of Director (1) | Fees Earned or Paid in Cash | Option Awards | Total |
|---|---|---|---|
| Roger Brooks (2) | 56,111 | 0 | 56,111 |
| George Chuang (3) | 57,222 | 0 | 57,222 |
| James P. Cassidy (4) | 48,370 | 0 | 48,370 |
| Barry M. Hopkins (5) | 25,000 | 0 | 25,000 |
| David Worner | 99,167 | 36,071 | 135,238 |
| Mark Thoenes | 26,211 | 36,071 | 62,282 |
| Ashesh Modi (6) | 26,111 | 21,643 | 47,754 |
| Ketankumar Patel (7) | 26,111 | 21,643 | 47,754 |
| (1) | Mr. Patel is a named executive officer and, accordingly, his compensation is included in the “Summary Compensation Table” above. Mr. Patel did not receive any compensation for their service as a director for the fiscal year ended October 31, 2024. Mr. Patel passed away on September 7, 2024. |
| (2) | Mr. Brooks resigned from the Board on February 22, 2024. |
| (3) | Mr. Chuang resigned from the Board on February 26, 2024. |
| (4) | Mr. Cassidy resigned from the Board on January 25, 2024. |
| (5) | Mr. Hopkins resigned from the Board on February 22, 2024 |
| (6) | Mr. Modi was appointed to the Board on April 23, 2024. |
| (7) | Mr. Patel was appointed to the Board on April 23, 2024. |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.