NextBoat Inc. CEO Change: Ross Tannenbaum Appointed, John Resigns

What Happened

• NextBoat announced a leadership change: Brian S. John resigned as Chief Executive Officer effective September 28, 2026, upon Ross Tannenbaum’s formal assumption of the role. Mr. John remains on the Board of Directors and stated his resignation was not due to any disagreement with the Company’s operations, policies or practices. The Company issued a press release on September 29, 2026, under Regulation FD to disclose the transition.
• Ross Tannenbaum (age 64), formerly a senior executive at Fanatics and an entrepreneur in marine and related industries, entered into an Executive Employment Agreement with NextBoat dated September 28, 2026, and began serving as CEO effective at the Transition Effective Time.

Key Details

• Employment term: initial four-year term with automatic one-year renewals unless 90 days’ notice given; non-renewal by the Company is treated as a termination without Cause.
• Cash pay and bonus: initial base salary $240,000, increasing to $400,000 after year one; fiscal 2026 bonus discretionary; from 2027 a $100,000 bonus upon breakeven Adjusted EBITDA plus a percentage of Adjusted EBITDA (2.5% at $1M–$3M; 4% at >$3M–$6M; 6% above $6M).
• Equity inducement awards (granted Sept. 28, 2026 at $1.96 per share): (i) 1,000,000 time-vesting options (200,000 immediate; 800,000 vest monthly over 4 years); (ii) 1,000,000 performance options vesting in four 250,000 tranches tied to Adjusted EBITDA targets (breakeven; $1.5M; $3M; $5M); (iii) 500,000 options that vest if VWAP ≥ $5.00 for 60 consecutive trading days. All options generally have a 10-year term and full vesting on certain change-in-control events.
• Severance and other protections: termination without Cause or non-renewal, or resignation for Good Reason triggers 12 months’ salary continuation, prorated bonus, 12 months’ additional vesting on time options and 12 months of COBRA subsidies (subject to release). Change-in-control qualifying termination gives 1.5x lump sum (base + target bonus), accelerated equity vesting and 18 months COBRA. Agreement includes 24-month non-compete/non-solicit and confidentiality provisions.
• Related parties: Tannenbaum has ownership interests in several private businesses; the Company says no related transactions exceeding $120,000 involve him as of the filing and any such transactions would require disinterested director approval and disclosure.

Why It Matters

• A new CEO and a detailed compensation package matter for investors because they signal leadership direction, incentives and potential dilution. The large equity awards and performance-linked options tie significant upside to Adjusted EBITDA and a stock-price milestone, aligning pay with operational and market performance.
• The change preserves continuity on the Board (Mr. John remains a director) which may reduce governance disruption. Severance and change-in-control protections are typical but important to note for cash flow and potential post-change obligations.
• Investors should watch future disclosures for progress toward the Adjusted EBITDA targets, any related-party transactions involving Mr. Tannenbaum’s businesses, and potential dilution from the granted options.