Joachim Kunkel
About Joachim Kunkel
Joachim Kunkel, age 66, joined the Arteris, Inc. (AIP) Board in September 2024 as a Class II director; the Board has affirmatively determined he is independent under Nasdaq rules . He is a semiconductor IP industry leader with three decades at Synopsys, where he served as General Manager of the Intellectual Property business unit, scaling IP revenue to over $1.5B; before Synopsys he co‑founded CADIS GmbH and was a research assistant at Aachen University of Technology, where he earned an M.S.E.E. (Dipl.-Ing. der Nachrichtentechnik) . His Arteris committee assignment is the Compensation Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Synopsys, Inc. | General Manager, IP Business Unit | 2006–2024 (with prior roles since 1994) | Built IP business; grew IP revenue to >$1.5B; foundation for virtual/FPGA prototyping |
| CADIS GmbH (Aachen, Germany) | Co‑founder, Managing Director | Pre‑1994 | Engineering, sales, marketing leadership |
| Aachen University of Technology | Research Assistant | Pre‑CADIS | System‑level simulation research; parallel computing |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| None disclosed | — | — | No current public company directorships disclosed for Kunkel |
Board Governance
- Class II director; term expires at the 2026 annual meeting .
- Committee assignment: Compensation Committee member; Compensation Committee is fully independent and chaired by Wayne C. Cantwell .
- Independence: Board determined Kunkel and five other of seven directors are independent; independent directors meet in regularly scheduled executive sessions; Lead Independent Director is Wayne C. Cantwell .
- Attendance: In 2024, the Board met 7x; Audit 4x; Compensation 5x; Nominating 4x; each director attended at least 75% of meetings of the Board and committees on which they served .
- Shareholder voting (2025 annual meeting): Class I nominees received strong support; Janac 27,307,847 for, Raza 24,112,098 for; ratification of Deloitte received 31,548,805 for; Kunkel was not up for election in 2025 (Class II) .
Fixed Compensation
| Component | Policy Amount | 2024 Actual for Kunkel | Notes |
|---|---|---|---|
| Board annual cash retainer | $50,000 | Included in total cash fees $16,719 (prorated from Sept.) | Non‑employee directors’ retainers payable quarterly |
| Compensation Committee member fee (non‑chair) | $7,500 | Included above (prorated from Sept.) | Committee fees payable quarterly |
| Lead Independent Director premium | $25,000 | N/A | Applies to Lead Independent Director (Cantwell) |
| Election to receive retainers in RSUs | Allowed | Kunkel elected 100% of quarterly cash retainers in RSUs; 1,826 fully vested RSUs for 2024 | RSUs granted using 30‑day avg price; fully vested on grant |
Performance Compensation
| Equity Award | Grant Date | Grant Value / Units | Vesting | Year‑end Status |
|---|---|---|---|---|
| Initial RSU grant (on appointment) | Sept 16, 2024 | $300,000 ÷ 30‑day average price (policy) | 1/3 annually on each grant anniversary, subject to service | Unvested RSUs outstanding at 12/31/2024: 40,096 |
| Annual RSU grant (non‑employee directors) | At annual meeting (if serving ≥4 months and continuing) | $150,000 (Lead Independent: $250,000) | Vests on earlier of 1‑year anniversary or next annual meeting | Not separately itemized for Kunkel in 2024; total 2024 stock award FV $285,884 |
| RSUs in lieu of cash retainers | Quarterly following end of quarter | Units = cash retainer ÷ 30‑day avg price; Kunkel: 1,826 RSUs in 2024 | Fully vested on grant | Fully vested (no year‑end unvested balance) |
| Change‑in‑control treatment | — | — | All director equity awards fully vest upon a change in control, subject to continued service through such date | — |
Other Directorships & Interlocks
- No relationships requiring disclosure under Item 404(a) at appointment; not selected via any arrangement with other persons .
- Compensation Committee interlocks: none; no executive officers of Arteris served on other companies’ boards/comp committees with Arteris executives; compensation consultant Compensia assessed as independent with no conflicts .
Expertise & Qualifications
- Deep semiconductor IP operating experience; scaled Synopsys IP revenue to >$1.5B; foundation for Synopsys virtual/FPGA prototyping businesses .
- Technical education: M.S.E.E. (Dipl.-Ing. der Nachrichtentechnik), Aachen University of Technology .
- Entrepreneurial background (CADIS co‑founder) and system‑level simulation research expertise .
Equity Ownership
| Holder | Shares Outstanding Beneficially Owned | Shares Exercisable/Vestable Within 60 Days | Total Beneficially Owned | Ownership % |
|---|---|---|---|---|
| Joachim Kunkel | 0 | 3,660 | 3,660 | <1% |
| Unvested RSUs at 12/31/2024 | — | — | 40,096 units | — |
| Options (exercisable/unexercisable) | — | — | None outstanding | — |
Policy alignment:
- Stock ownership guidelines adopted Feb 2025 require non‑employee directors to hold stock valued at 5x annual cash retainer; measured at original acquisition cost; 5 years to achieve; compliance evaluated annually .
- Prohibited transactions: hedging, short sales, options/derivatives on company stock; margin purchases/pledging are prohibited for non‑employee directors .
- Insider Trading Policy governs pre‑clearance and blackout windows; applies to directors .
Governance Assessment
- Board effectiveness: Kunkel adds operating depth in semiconductor IP commercialization to the Compensation Committee, supporting incentive design relevance to Arteris’ IP‑heavy model .
- Independence/engagement: Independent director; Board reports ≥75% attendance across meetings in 2024; Compensation Committee met 5x, indicating active oversight .
- Conflicts/related party exposure: No related person transactions disclosed for Kunkel; Item 404(a) negative at appointment; hedging/pledging prohibitions and stock ownership guidelines strengthen alignment .
- Pay design and alignment: Director pay mix emphasizes equity via initial and annual RSUs; Kunkel’s election to take retainers in RSUs is a positive alignment signal; change‑in‑control full vesting is standard but warrants monitoring for windfall risk .
- Shareholder sentiment: 2025 AGM results show strong support for director slate (Class I) and auditor ratification; while Kunkel was not on ballot, overall governance support appears solid .
RED FLAGS: None specific to Kunkel disclosed; monitor potential optics around full vesting on change‑in‑control and combined CEO/Chair structure, mitigated by the presence of a Lead Independent Director and executive sessions .