Daniel Moloney
About Daniel Moloney
Daniel Moloney, age 65, is Adeia’s independent Chairman of the Board and a member of the Compensation Committee. He has nearly 30 years of senior executive leadership across telecommunications and technology, including President of Motorola Mobility and prior leadership within Motorola’s Home & Networks Mobility business following the 2000 acquisition of General Instrument. He holds a B.S. in electrical engineering from the University of Michigan and an MBA from the University of Chicago Booth School of Business; currently serves as Senior Advisor at GiantLeap Capital and previously spent ~10 years with Siris Capital as an Executive Partner/Advisor . He has served on Adeia’s board since June 2020 and is affirmed independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Motorola Mobility | President | Not disclosed (pre-2011 spin-out referenced) | Prior role as President of Home & Networks Mobility in Motorola; joined Motorola via 2000 General Instrument acquisition . |
| GiantLeap Capital | Senior Advisor | Current | Growth equity firm; preceded by ~10 years at Siris as Executive Partner/Advisor . |
| Siris Capital | Executive Partner/Advisor | Prior 10 years (period not specified) | Technology and telecom-focused private equity . |
External Roles
| Organization | Role | Status | Committees/Impact |
|---|---|---|---|
| TiVo Corporation (predecessor to Xperi Holding) | Director | Sep 2013 – Jun 2020 (past) | Governance continuity pre-merger; industry domain oversight . |
| Plantronics, Inc. (dba Poly) | Director | Past | Technology/communications exposure . |
| Polycom | Director | Past (private) | Enterprise communications . |
| Stratus | Director | Past (private) | Technology services . |
| Digital River | Director | Past (private); listed as current in 2024 proxy, not in 2025 | Commerce/software exposure . |
| Other current public company boards | None | Current | No simultaneous public board service reported . |
Board Governance
- Roles: Independent Chairman of the Board; Compensation Committee member .
- Independence: All directors other than the CEO are independent; Moloney affirmed independent per Nasdaq listing standards .
- Committee structure and activity: Compensation Committee (Moloney, O’Connor [Chair], Turner-Brim) held five meetings in 2024, indicating active oversight of pay design and performance linkages .
- Attendance: In 2024, the Board held 10 meetings; each director attended at least 75% of Board and committee meetings while serving .
- Executive sessions and governance infrastructure: Regular executive sessions among independent directors; updated charters and Corporate Governance Guidelines; hedging/pledging prohibitions; clawback policy consistent with Rule 10D-1; minimum stock ownership requirements for directors and executives .
- Chairman responsibilities: Corporate Governance Guidelines state if the Chairman is independent, Lead Independent Director duties are incorporated into the Chairman’s role (liaison with management, presiding over executive sessions) .
Fixed Compensation
Director cash compensation framework and Moloney’s actuals:
| Component | Policy Detail | 2023 Cash Fees | 2024 Cash Fees |
|---|---|---|---|
| Non-employee director annual retainer | $50,000 | Part of $141,000 | Part of $123,000 |
| Chairman of the Board annual retainer | +$65,000 | Part of $141,000 | Part of $123,000 |
| Compensation Committee member retainer | +$8,000 | Part of $141,000 | Part of $123,000 |
Notes:
- Retainer schedule: annual cash retainers paid quarterly; committee chairs: Audit $25k, Compensation $20k, Nominating $15k. Committee members: Audit $12k, Compensation $8k, Nominating $6k .
- Moloney’s 2023 and 2024 total cash fees reflect role-based retainers; 2023 $141,000 and 2024 $123,000 per the director compensation tables .
Performance Compensation
Director equity structure and recent grants:
| Equity Component | Policy/Terms | 2023 Stock Awards ($) | 2024 Stock Awards ($) |
|---|---|---|---|
| Annual RSU grant | $190,000 grant-date fair value; number of RSUs = $190k ÷ FMV; vests at earlier of 1-year or next annual meeting; pro-ration for mid-year appointees | $189,992 | $190,012 |
Additional details:
- No stock options or PSUs for directors disclosed; director equity is time-vesting RSUs under the stockholder-approved plan .
- Unvested RSUs outstanding as of Dec 31, 2024 for each non-employee director (including Moloney): 16,920 .
Other Directorships & Interlocks
- Compensation Committee Interlocks: In 2024, Compensation Committee members (O’Connor, Moloney, Turner-Brim) had no insider participation; none were Company officers during service. No reciprocal interlocks where Adeia executive officers served on other companies’ boards/compensation committees .
- Related party transactions oversight: Audit Committee must review/approve related party transactions; Code of Business Conduct requires disclosure of potential conflicts . No specific related-party transactions involving Moloney are disclosed in the 2025 proxy.
Expertise & Qualifications
- Extensive leadership in telecommunications, technology, and technology-enabled services; executive management and operational oversight experience .
- Educational credentials: B.S. in electrical engineering (University of Michigan); MBA (University of Chicago Booth) .
- Board role: Independent Chairman; Compensation Committee member—relevant experience for pay oversight .
Equity Ownership
Beneficial ownership and alignment:
| Metric | Mar 13, 2024 | Mar 11, 2025 |
|---|---|---|
| Beneficially owned shares (Moloney) | 79,280 (includes 20,320 RSUs vesting within 60 days) | 96,200 (includes 16,920 RSUs vesting within 60 days) |
| Ownership % of shares outstanding | 0.1%* | 0.1%* |
*Represents less than 1% as disclosed.
Alignment policies:
- Stock ownership guidelines: Non-employee directors must hold Company stock equal to 3x the annual cash retainer (excluding committee/chair fees); as of Dec 31, 2024, all Executives and Non-Employee Directors were compliant or within the allowed grace period .
- Hedging/pledging: Strict prohibitions on hedging, short sales, margin accounts, and pledging of Company stock for directors and employees .
Governance Assessment
- Positive signals:
- Independent Chairman role enhances board effectiveness and independent oversight; Moloney’s independence affirmed .
- Active Compensation Committee involvement (five meetings in 2024) indicates engagement on pay-for-performance alignment .
- Robust governance scaffolding: updated charters, executive sessions, clawback policy under Rule 10D-1 plus standalone plan-level clawback for equity, hedging/pledging prohibitions, and director stock ownership guidelines .
- Shareholder support: Say-on-pay approval exceeded 97% in 2024, supporting compensation governance credibility .
- Potential watch items / RED FLAGS (none explicit, but vigilance warranted):
- Historical cross-holdings with the spun-off Xperi Inc. noted post-2022 separation could present perceived conflicts if still applicable; company disclosed potential conflicts due to directors’/management’s holdings at the time .
- Attendance disclosure is threshold-based (≥75%) rather than granular per-director—investors may prefer detailed attendance metrics by individual .
Director Compensation Summary (Year-over-Year)
| Name | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Daniel Moloney (2023) | 141,000 | 189,992 | 330,992 |
| Daniel Moloney (2024) | 123,000 | 190,012 | 313,012 |
Committee Assignments, Independence, and Attendance
| Attribute | Status |
|---|---|
| Board Position | Independent Chairman |
| Committee | Compensation Committee Member |
| Independence | Independent under Nasdaq rules |
| 2024 Board Activity | 10 Board meetings; each director ≥75% attendance; Compensation Committee held 5 meetings |
Policies Relevant to Conflicts and Incentives
- Related-party transaction controls via Audit Committee; broader indemnification and expense advancement policies for directors and officers .
- Insider trading policy with pre-clearance and blackout controls; prohibitions on hedging, pledging, shorting, margins, and derivatives .
- Stock ownership guidelines for directors (3x cash retainer), with reported compliance or permitted grace period as of year-end 2024 .
- Compensation Committee Interlocks: none involving insiders; no reciprocal interlocks with other issuers’ boards in 2024 .
Notes on Insider Trades
- Attempted retrieval of Moloney’s Form 4 transactions for Adeia (2024–2025) via insider-trades skill returned unauthorized (HTTP 401). No Form 4 summary is available from skill data in this session.