Duy-Loan Le
About Duy‑Loan T. Le
Duy‑Loan T. Le, age 62, has served on Atomera’s Board since October 2019. She retired from Texas Instruments in 2017 after being elected the company’s only female Senior Fellow (2002) and leading advanced technology ramp and worldwide program management; she holds a B.S. in Electrical Engineering (UT Austin) and an MBA (University of Houston) and has been awarded 24 patents .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Texas Instruments | Senior Fellow; Advanced Technology Ramp Manager (Embedded Processing); Worldwide Project Manager (Memory) | Elected Fellow 2002; retired July 2017 | Led execution across silicon tech, design, assembly/test, productization, qualification, HV ramp, quality/reliability |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Cirrus Logic Incorporated | Director | Current | As disclosed by Atomera |
| Wolfspeed, Inc. | Director | Current | As disclosed by Atomera |
| BrainChip Holdings | Director | Current | As disclosed by Atomera |
Board Governance
- Independence: Independent director under Nasdaq and SEC rules .
- Committees: Chair, Compensation Committee; Member, Nominating & Corporate Governance Committee .
- Attendance: All directors attended all Board and committee meetings in 2024; Board held 5 meetings .
- Board leadership: Combined Chair/CEO roles; no Lead Independent Director; oversight via independent committees and a Cybersecurity subcommittee under Audit .
| Body/Committee | Le’s Role | 2024 Meetings | Attendance |
|---|---|---|---|
| Board of Directors | Director | 5 | Attended all |
| Compensation Committee | Chair | 7 | Attended all (all committee members attended all meetings) |
| Nominating & Corporate Governance | Member | 1 | Attended all |
Fixed Compensation
| Component | Amount ($) | Basis/Notes |
|---|---|---|
| Annual director cash retainer | 35,000 | Policy for non‑employee directors |
| Compensation Committee Chair fee | 15,000 | Annual committee chair fee |
| Nominating & Governance Committee member fee | 5,000 | Annual committee member fee |
| Total cash fees paid (2024) | 55,000 | Reported Fees Earned for Le |
Performance Compensation
| Grant Policy | 2024 Award Value ($) | Instrument | Vesting |
|---|---|---|---|
| Annual equity grant to non‑employee directors (granted on Annual Meeting date) | 71,777 | Restricted Stock Award | Vests on earlier of one year from grant or next Annual Meeting |
Atomera’s stated policy targets $95,000 annual equity value for non‑employee directors; 2024 reported grant date fair value for Le was $71,777 .
Other Directorships & Interlocks
- Current public company boards: Cirrus Logic Incorporated; Wolfspeed, Inc.; BrainChip Holdings .
- Related party/transactions: Atomera reports no related party transactions above threshold since January 1, 2023; Audit Committee reviews related‑party transactions .
- Independence affirmed for Atomera service; no disclosed interlocks with Atomera’s auditors or compensation consultants (Compensia assessed as independent) .
Expertise & Qualifications
- Semiconductor technology leadership across advanced nodes; end‑to‑end ramp execution (development, productization, quality/reliability) .
- 24 patents; technical and managerial depth in embedded processing and memory .
- Public board experience in semis (Cirrus Logic, Wolfspeed, BrainChip) .
- Compensation governance: Chairs Compensation Committee; oversees executive/director pay and equity plans .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Duy‑Loan T. Le | 100,271 | <1% | Includes 16,313 shares subject to release of restricted stock awards |
| Directors’ stock ownership guideline | 3× annual cash retainer | — | All non‑employee directors meet or have time remaining to meet guidelines adopted Feb 23, 2023 |
| Hedging/pledging policy | Prohibited | — | No short sales, options, hedging, margin accounts, pledged securities |
Governance Assessment
-
Strengths
- Independent director with deep semiconductor execution experience; chairs Compensation Committee and serves on Nominating & Governance .
- High engagement: Board (5), Compensation (7), and Nominating (1) meetings; all directors attended all sessions in 2024 .
- Responsive to shareholder feedback: 2024 say‑on‑pay approval was 55%; Compensation Committee implemented PSUs for FY2025 based on relative TSR and moved executive change‑in‑control terms to double‑trigger in 2025; formal clawback adopted in 2023 .
- No related‑party transactions; independent compensation consultant (Compensia) with no conflicts; hedging/pledging prohibited, supporting alignment .
-
Watchpoints / potential red flags
- Low 2024 say‑on‑pay support (55%) signals investor concern on pay design/quantification; Le’s committee is accountable for continued improvements and disclosure rigor .
- Pay‑vs‑performance disclosure shows increases in “compensation actually paid” vs negative TSR over 2022‑2024; continued emphasis on performance‑conditioned equity is prudent (committee began PSUs for 2025) .
- No Lead Independent Director; board relies on committee structure for independent oversight in a combined Chair/CEO environment .
- Equity plan overhang/dilution management remains a strategic consideration as the company seeks shareholder approval to increase 2023 Plan share reserve (committee oversight) .
Overall, Le’s governance profile is strong on independence, technical expertise, and committee leadership, with constructive responsiveness to shareholder input; monitoring execution of performance‑based pay and continued transparency on metrics should bolster investor confidence .