Asif Jakwani
About Asif Jakwani
Independent director-designate with 17 years in power semiconductors, appointed to Amtech Systems’ Board on January 23, 2025. Age 56; education includes B.S. Electrical Engineering (Lamar University), M.S. Electrical Engineering (University of Texas at Austin), and MBA (University of Texas at Dallas). Former Senior Vice President & General Manager of onsemi’s Advanced Power Division; led SiC power growth (4x YoY in 2023) to #2 market share. Tenure at ASYS begins with the 2025 annual meeting cycle and committee assignments were not yet updated as of the January 13, 2025 record date .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| onsemi (ON Semiconductor Corporation) | SVP & General Manager, Advanced Power Division (APD) | Feb 2020 – Mar 2024 | Oversaw all power discretes/modules incl. SiC; achieved #2 SiC market share in 2023; revenue grew ~4x vs 2022 . |
| onsemi | Various roles of increasing responsibility | 2007 – 2020 | Senior leadership across power semiconductor portfolio . |
| Tyco Electronics Power Systems | Marketing and design engineering | Pre-2007 | Power systems engineering and product roles . |
| Current Technology, Inc. (Danaher subsidiary) | Design engineering | Pre-2007 | Product engineering in industrial technologies . |
External Roles
| Organization | Role | Status |
|---|---|---|
| Public company boards | None disclosed | Not reported in proxy/press materials for Jakwani . |
| Private/non-profit boards | None disclosed | Not reported . |
Board Governance
- Appointment and status: Appointed January 23, 2025 to fill vacancy left by former CFO/director; committee rosters disclosed as of January 13, 2025 did not include Jakwani, so his committee assignments were not yet determined at record date .
- Committee structure and independence: Standing committees—Audit (Chair: Garnreiter), Compensation (Chair: Averick), Nominating & Governance (Chair: Ludwig); all members independent per Nasdaq/SEC, with Garnreiter designated “audit committee financial expert” .
- Attendance: Board held eight meetings in FY2024; no director who served in 2024 attended less than 75% of board/committee meetings; all directors attended the 2024 annual meeting .
- Leadership: CEO also serves as Board Chair; Board instituted Lead Independent Director role (Garnreiter) to mitigate combined roles and ensure independent oversight .
- Executive sessions: Audit Committee meets regularly with independent auditors without management present; also holds executive sessions .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer – non‑employee director | $40,000 | Paid pro rata quarterly . |
| Committee chair fees | Audit: $15,000; Compensation: $7,500; Nominating & Governance: $7,500 | Paid to chairpersons . |
| Reimbursement | Reasonable expenses | For board/committee meetings . |
Performance Compensation
| Equity Award | Grant Mechanics | Vesting | Notes |
|---|---|---|---|
| RSU – annual for non‑employee directors | $40,000 grant upon re‑election or at Board‑determined time | Vests on 1‑year anniversary | For Chair (if non‑employee), $75,000 RSU; CEO‑Chair does not receive director RSUs while employed . |
| Jakwani expected RSU (2025) | RSU grant on Annual Meeting date; sized off closing bid price | Standard 1‑year vest per director program | Proxy notes he will receive an RSU grant on the date of the Annual Meeting; share count determined by price; grant value consistent with program . |
Performance metrics table (directors):
| Metric | Use in Director Compensation |
|---|---|
| Financial/ESG/TSR hurdles | None disclosed; director equity is time‑based RSUs only . |
Plan-level investor protections (relevant to director equity):
- No repricing of underwater options/SARs without shareholder approval; no discounted option/SAR grants .
- Double‑trigger vesting for awards on change of control (if awards continued/assumed, vest upon involuntary termination within 12 months; if not continued, accelerate at transaction close) .
- Annual non‑employee director grant value cap: $250,000 .
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Potential |
|---|---|---|
| None disclosed | — | No public board interlocks disclosed for Jakwani; prior employment in power semiconductors (onsemi) noted without any disclosed related‑party transactions with ASYS . |
Expertise & Qualifications
- Deep technical and commercial leadership in power semiconductors (SiC, power discretes/modules), with demonstrated market‑share outcomes at onsemi’s APD .
- Education: B.S. EE (Lamar), M.S. EE (UT Austin), MBA (UT Dallas) .
- Strategic growth orientation and industry relationships in automotive/industrial power markets, aligned to Amtech’s focus in thermal/substrate processing and SiC device/module manufacturing support .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| Asif Y. Jakwani | 0 | <1% | As of Jan 13, 2025; proxy footnote states he will receive an RSU grant on Annual Meeting date (share count/value determined by closing bid price) . |
| Director stock ownership guidelines | Not disclosed | — | No director ownership multiple disclosed in proxy . |
| Pledging/Hedging | Prohibited | — | Insider trading policy forbids pledging/margin and hedging transactions for directors/officers/employees . |
Insider Trades
| Date | Form | Shares | Transaction Type | Price |
|---|---|---|---|---|
| — | — | — | No insider trades for Jakwani referenced in proxy/press materials to date | — . |
Governance Assessment
- Board independence and committee quality: All standing committees independent; Audit chaired by a CPA and designated financial expert; strong committee structure supports oversight quality .
- Leadership risk mitigants: Combined CEO‑Chair structure offset by a Lead Independent Director; executive sessions observed by Audit Committee .
- Shareholder alignment and policies: Director RSUs vest over 1 year; clawback policy adopted in September 2023 for restatements; anti‑hedging/anti‑pledging policy in place .
- Conflicts/related parties: Company reports no related‑party transactions over $120,000 in FY2024; Jakwani’s prior employers not tied to disclosed related‑party dealings .
- Ownership concentration: Portfolio manager/director Robert M. Averick and related entities beneficially own ~19.7% of shares, which strengthens oversight but can concentrate influence; monitor governance dynamics and minority shareholder protections .
- Controls and auditor oversight: Company disclosed 2023 material weaknesses (ITGC and complex/non‑routine transactions), replaced Grant Thornton with KPMG in 2024 after competitive process; continued auditor independence and committee pre‑approval policies disclosed .
- Director alignment for Jakwani: As of record date, no share ownership; RSU grant at Annual Meeting will add equity exposure; absence of pledging/hedging reduces misalignment risk .
Overall: Jakwani brings material domain expertise in SiC and power semis aligned with ASYS’s strategic focus, with clean related‑party profile and upcoming equity grant to enhance alignment. Key watch‑items include committee assignment post‑appointment, independence designation timing, and the Board’s continued remediation of prior control weaknesses and balanced oversight in light of concentrated ownership .