Huiwen Yao
About Huiwen Yao
Dr. Huiwen Yao is Executive Vice President and Chief Technology Officer at AST SpaceMobile, serving in this role since 2018; he is age 62 and brings over 30 years of communications satellite engineering leadership, system architecture, and program execution experience . He holds B.S. and M.S. degrees in Electrical Engineering from Beijing Institute of Technology and a Ph.D. in Electronic Physics from the University of Maryland; he has authored over 55 technical papers and holds 25 U.S. and international patents . Prior to AST, he was Senior Director of Commercial Payload/RF Engineering at Northrop Grumman Innovation Systems (Orbital ATK), contributing to more than 40 GEO communications satellites delivered . Recent technical leadership includes the AST5000 ASIC collaboration with Cadence to enable up to a tenfold improvement in on‑satellite processing bandwidth for the BlueBird program, underpinning the space‑based cellular network rollout .
Company performance context during his tenure:
- ASTS cumulative TSR (from April 7, 2021 through year-end) improved from 41 (2022) to 179 (2024), while net losses persisted given scale-up investments .
- Q3 2025 GAAP revenue was $14.7 million, with over $1.0 billion in aggregate contracted revenue commitments and a pro forma liquidity position of over $3.2 billion as commercialization advances .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Northrop Grumman Innovation Systems (Orbital ATK) | Senior Director, Commercial Payload/RF Engineering | Pre-2018 | Major contributor to success of commercial satellite business with >40 GEO communications satellites delivered . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public-company board roles or external directorships disclosed in company filings; biography lists prior employment and credentials only . |
Fixed Compensation
| Component | FY 2024 | Notes |
|---|---|---|
| Base Salary ($) | 250,000 | Salary reported in 2024 Summary Compensation Table. |
| Target Bonus (%) | — | Not disclosed for Dr. Yao in 2024 . |
| Actual Bonus Paid ($) | — | No bonus reported for 2024 . |
| All Other Compensation ($) | 16,110 | Primarily imputed fringe benefits . |
Historical terms at hire:
- Offer letter dated September 1, 2018: base salary $230,000, relocation reimbursement up to $50,000 .
- Award of stock options representing 0.75% of then fully diluted equity; vesting scheduled by Board or upon completion of Satellite Test Program .
Performance Compensation
Option awards outstanding/vesting (as of 12/31/2024):
| Grant Date | Type | Status at 12/31/2024 | Quantity (#) | Exercise Price ($) | Expiration | Vesting Terms |
|---|---|---|---|---|---|---|
| 4/17/2019 | AST LLC Incentive Equity Options | Exercisable | 444,912 | 0.06 | 4/17/2029 | Vested fully in Nov 2021 . |
| 5/20/2020 | AST LLC Incentive Equity Options | Exercisable | 217,522 | 0.60 | 5/20/2030 | Vested fully upon achievement of performance milestone in May 2023 . |
| 5/20/2020 | AST LLC Incentive Equity Options | Unexercisable (unearned) | 507,551 | 0.60 | 5/20/2030 | Vests upon achievement of specified performance-based milestones . |
Exercises and vesting activity (FY 2024):
| Metric | FY 2024 |
|---|---|
| Options exercised (#) | 300,000 |
| Value realized on exercise ($) | 3,331,761 |
Plan performance criteria and clawbacks:
- Incentive plans permit performance goals spanning revenue growth, TSR, margins, regulatory achievements, project completion, and individual performance; awards may vest/accelerate at administrator’s discretion upon change-in-control; clawbacks apply per company policy and Nasdaq/SEC requirements .
Equity Ownership & Alignment
| Item | Amount |
|---|---|
| Total beneficial ownership (Class A) | 602,184 shares “*” <1% of outstanding . |
| Direct common shares held | 4,750 . |
| Vested, exercisable AST LLC Incentive Equity Options (redeemable 1:1 into Class A) | 597,434 . |
| Shares pledged as collateral | None disclosed for Dr. Yao; company policy restricts hedging/pledging without pre-approval . |
Ownership base and guidelines:
- Executive/insider hedging and pledging are restricted; clawback policy in place for incentive compensation .
- No executive stock ownership multiple-of-salary guideline disclosed for Dr. Yao in reviewed filings .
Employment Terms
| Term | Detail |
|---|---|
| Start date | Offer letter dated September 1, 2018 . |
| Contract term | Offer letter (no fixed expiration disclosed) . |
| Severance | None; upon termination Dr. Yao receives only previously accrued benefits . |
| Non-compete / Non-solicit | One year post-termination under company NDA/Confidentiality/Noncompetition agreement . |
| Change-of-control | Awards subject to administrator discretion, including potential vesting/assumption/cancellation for value; not an individual double-trigger severance arrangement for Dr. Yao . |
| Deferred compensation | Not disclosed for Dr. Yao . |
Performance & Track Record
- Technical leadership: Drove development of AST5000 ASIC enabling up to 10 GHz processing bandwidth and improved space-based cellular performance; collaboration cited by both companies with emphasis on power, performance, and integration validation via Cadence Palladium platform .
- Company milestones during CTO tenure: Q3 2025 revenue $14.7 million, significant partner contracts with Verizon and stc Group (including $175.0 million prepayment, 10-year term), and >$1.0 billion aggregate contracted revenue commitments; multi-launch campaign underway to reach 45–60 satellites by end of 2026 and initial intermittent service activation across continental U.S. .
- Pay-versus-performance context: CAP framework shows ongoing net losses during scale-up; TSR increased through 2024 on the cumulative basis used in SEC reporting .
Compensation Committee & Governance Notes
- Compensation Committee members: Adriana Cisneros (Chair), Julio A. Torres, Johan Wibergh; consultant: Meridian Compensation Partners; committee determined no conflicts of interest in 2024 .
- Program emphasizes pay-for-performance with limited perquisites and clawback compliance; no option-grant timing around MNPI and no option-like instruments granted since 2021 for NEOs, though legacy options remain outstanding .
Investment Implications
- Alignment: Yao’s equity exposure comes primarily from long-dated, deeply in-the-money legacy incentive options (e.g., $0.06 and $0.60 strikes), creating strong sensitivity to share price but also potential future selling pressure upon exercises for tax/liquidity; he exercised 300,000 options in 2024, realizing $3.33 million, evidencing monetization of a portion of awards .
- Retention/contract risk: No severance and only one-year non-compete/non-solicit reduce exit costs but could elevate retention risk relative to peers with more robust severance protections; however, continued equity optionality and major technical programs (ASIC integration, satellite launches) are natural retention levers .
- Pay-for-performance: While other NEOs received 2024 RSU/PSU grants tied to satellite production/liquidity/capital-raising goals, Dr. Yao did not receive new 2024 equity awards in the SCT, indicating reliance on prior option structures and performance-vested milestones achieved in 2023; this reduces near-term dilution from new grants while maintaining performance linkage via legacy awards .
- Governance safeguards: Clawback and hedging/pledging restrictions, and administrator discretion on award treatment in change-of-control, provide standard protections; no pledging by Yao disclosed .