Chris P. Siu
AEHR TEST SYSTEMSAbout Chris P. Siu
Chris P. Siu, 54, has served as Executive Vice President of Finance and Chief Financial Officer of Aehr Test Systems since June 2023. He previously was SVP Finance, Corporate Treasurer, and Chief Accounting Officer at Ultra Clean Holdings (May 2019–May 2023), with prior senior roles at GlobalFoundries and Trident Microsystems; he began his career in public accounting at Ernst & Young and Deloitte and is a California CPA (inactive). Siu holds a B.S. in Accounting from Brigham Young University–Hawaii and an MBA from UC Berkeley . Company-level performance context during the last three fiscal years shows TSR value of a $100 investment at $394 (FY2023), $137 (FY2024), and $114 (FY2025), with net income of $14.6m (FY2023), $33.2m (FY2024), and $(3.9)m (FY2025), underscoring significant volatility and a recent profit decline .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Ultra Clean Holdings, Inc. | SVP Finance, Corporate Treasurer & Chief Accounting Officer | May 2019 – May 2023 | Finance leadership at a leading supplier to semiconductor equipment industry |
| GlobalFoundries Inc. | Senior management roles | Not disclosed | Senior leadership experience at a multinational semiconductor foundry |
| Trident Microsystems, Inc. | Senior management roles | Not disclosed | Senior leadership at a fabless semiconductor company |
| Ernst & Young LLP; Deloitte & Touche LLP | Public accounting | Not disclosed | Foundation in public accounting; CPA (inactive) in California |
Fixed Compensation
| Component (FY2025) | Amount |
|---|---|
| Base salary | $349,500 |
| Target profit-based cash bonus | $125,000 |
| Target personal performance cash bonus | $170,000 |
| Actual profit-based cash bonus paid | $0 (not earned for FY2025) |
| Actual personal performance cash bonus paid | $105,000 |
Multi-year summary compensation for Siu:
| Metric | FY2024 | FY2025 |
|---|---|---|
| Salary ($) | $336,000 | $349,240 |
| Stock Awards ($) | $804,138 | $880,002 |
| Non-Equity Incentive Plan Compensation ($) | $73,000 | $105,000 |
| All Other Compensation ($) | $47,924 (incl. health/life/medical and 401k) | $55,531 (incl. $41,581 health/life/medical; $10,741 401k) |
| Total ($) | $1,261,062 | $1,389,773 |
Performance Compensation
Annual cash incentive framework (FY2025):
| Metric | Weighting | Target | Actual | Payout | Notes |
|---|---|---|---|---|---|
| Profit-based financial goals | Not disclosed | $125,000 | Company did not meet profit goal | $0 | Committee-set annual/quarterly goals; plan discretionary |
| Personal performance milestones | Not disclosed | $170,000 | Milestones partially achieved | $105,000 | Committee discretion to modify/adjust |
Long-term equity awards (selected, Siu):
| Grant date | Type | Shares/Target | Vesting/Triggers | Status as of 5/30/2025 | Market value (5/30/2025) |
|---|---|---|---|---|---|
| 9/1/2023 | Time-based RSU | 8,759 | 1/16 quarterly over 4 years, service-based | Unvested outstanding | $83,561 (at $9.54) |
| 10/27/2023 | Perf RSU (LT new market penetration) | 5,167 target | 100% cliff on performance; not yet achieved | Unearned outstanding | $49,293 (at $9.54) |
| 7/11/2024 | Time-based RSU | 25,219 | 1/16 quarterly over 4 years, service-based | Unvested outstanding | $240,589 (at $9.54) |
| 7/11/2024 | Perf RSU (FY2025 milestones, up to 200%) | 13,965 original target | 25% on FY2025 goals; then 1/16 quarterly over 3 years; earned at 200% for FY2025 component | 5,586 earned (post-200% calc) and unvested; 11,172 canceled (other performance grants not met) | $53,290 (5,586 at $9.54) |
| 7/11/2024 | Perf RSU (cumulative revenue to 5/31/2026) | 13,236 target | 100% upon performance condition, service through achievement | Performance not yet satisfied | $126,271 (at $9.54) |
Notes:
- Company granted only RSUs to NEOs in FY2025; no options to NEOs in FY2025 .
- Equity grant sizing is discretionary; committee considers role, competitiveness, and performance .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 19,727 shares; <1% of outstanding |
| Composition (disclosed) | Includes 4,202 shares held by Chris P Siu & Huey-Miin Tseng JT Ten Trust and 5,200 RSUs vesting within 60 days of 8/28/2025 |
| Outstanding unvested/uneaned awards (examples) | Time-based RSUs: 8,759 (9/1/2023) and 25,219 (7/11/2024); Performance RSUs: 5,586 earned from FY2025 tranche; 13,236 cliff on cumulative revenue to 5/31/2026 (not yet achieved as of 5/30/2025) |
| Options | None reported for Siu in the outstanding awards table |
| ESPP participation | Purchased 4,202 shares historically; aggregate purchase price $35,758 |
| Hedging/pledging | Insider Trading Policy prohibits short sales, options/derivatives, hedging transactions, margin purchases, and pledging of company stock |
| Clawback | Policy adopted Aug 14, 2023; covers incentive-based comp for restatements (three fiscal years lookback) |
Insider selling pressure:
- No Form 4 insider trading documents for AEHR were returned by the document tool for this period; continue to monitor SEC EDGAR for any Form 4 filings by Siu that could indicate selling pressure (none found via this tool) [ListDocuments result: 0 Form 4].
Employment Terms
Change in Control and Severance (entered Aug 31, 2024):
| Scenario (CFO) | Cash Severance | Bonus Treatment | Equity Vesting | Benefits |
|---|---|---|---|---|
| Qualifying termination during CIC period (3 months before to 18 months after CIC) | 18 months base salary | 150% of target annual cash incentive plus prorated target for year of termination | Full acceleration; performance-based awards vest at greater of target or expected attainment | Up to 18 months of company-paid healthcare (COBRA) |
| Qualifying termination outside CIC period | 9 months base salary | Prorated target annual cash incentive for year of termination | 9 months of additional time-based vesting; performance awards deemed at target | Up to 9 months company-paid healthcare (COBRA) |
| Death or Disability | Death: same as outside CIC (except healthcare not continued) | Pro rata target bonus | As outside CIC terms (incl. performance deemed at target) | Disability: COBRA + continued supplemental benefits for 9 months |
Additional plan-level mechanics:
- 2023 Equity Plan prohibits repricing and cashing out underwater options/SARs without shareholder approval; unassumed awards in a change-in-control may vest (non-employee directors fully vest; for others, administrator discretion) .
- Severance conditioned on release of claims and compliance with existing restrictive covenants (e.g., confidentiality/non-solicit if applicable); arbitration and 280G cutback apply .
Compensation Structure Analysis
- Cash vs equity mix: For FY2025, stock awards ($880,002) exceeded cash bonus ($105,000) and salary ($349,240), indicating significant equity orientation; compared to FY2024, stock awards increased ($804,138 → $880,002) and non-equity incentive rose ($73,000 → $105,000) alongside a modest salary increase ($336,000 → $349,240) .
- Shift in equity: Awards consist of time-based RSUs plus performance-based RSUs with both near-term (FY2025 milestones) and longer-term (cumulative revenue through FY2026) performance tranches, adding multi-year alignment and contingent vesting .
- Policy safeguards: Prohibitions on hedging/pledging and a Dodd-Frank/Nasdaq-compliant clawback reduce misalignment risk; plan-level anti-repricing reduces shareholder-unfriendly modifications .
- Bonus discretion: Personal performance bonuses were paid despite profit-based targets not meeting payout thresholds—committee retains discretion to balance corporate and individual outcomes .
Investment Implications
- Alignment: A material portion of Siu’s pay is equity-based with explicit performance RSUs (including a cumulative revenue target through FY2026), creating medium-term alignment; plan-level anti-repricing and clawback bolster governance .
- Retention/CIC economics: Double-trigger CIC protections (18 months salary; 150% of target bonus; full equity acceleration with performance at target or expected) provide competitive retention but also raise potential transaction-related cost; outside CIC, severance is more moderate (9 months salary and vesting) .
- Execution signal: FY2025 profit-based bonus paid $0 while personal performance paid $105,000 suggests corporate financial underperformance but recognition of individual milestones; coupled with TSR decline from FY2024 to FY2025 and a swing to net loss, focus should be on near-term execution of revenue-linked performance awards to drive future payouts and shareholder returns .
- Selling pressure watch: Vesting is quarterly for significant RSU tranches, which can create periodic liquidity events; no Form 4 data surfaced via this tool, so monitor EDGAR for insider sales cadence around vest dates [ListDocuments result: 0 Form 4].