John Ho
About John Ho
John Ho is an independent director of AvePoint, Inc., serving since July 2021. He is 48 years old and is designated as the Audit Committee Chair and the Board’s “audit committee financial expert” under SEC rules, reflecting deep financial and accounting expertise . His education includes a Bachelor of Science in mathematics and a Bachelor of Commerce in finance from The University of New South Wales, Australia . He is a Class II director with a term expiring in 2026, and the Board has affirmatively determined he is independent under Nasdaq Rule 5605 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bellamy’s Organic (ASX) | Chairman of the Board | Apr 2017–Dec 2019 | Led governance for an ASX-listed consumer company |
| Hong Kong Exchanges and Clearing Limited | Deputy Chairman, Listing Committee | Jul 2014–Jul 2019 | Oversight of listing governance and market integrity |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Janchor Partners | Founder and Chief Industrialist Investor | Since 2009 | Investment leadership |
| Vocus Group Limited (ASX) | Non-Executive Director | Since Jan 2018 | Telecommunications board governance |
| Incitec Pivot Limited | Director | Current | Chemicals/industrial board governance |
Board Governance
- Independence: Independent director per Nasdaq Rule 5605; majority of AvePoint’s Board is independent; all committee members are independent .
- Committee assignments: Audit Committee Chair and SEC-designated “financial expert”; members include Ho (Chair), Jeff Teper, Janet Schijns .
- Meeting activity and attendance: 2024 Board held 7 meetings; Audit Committee 5; Compensation Committee 4; Nominating and Corporate Governance Committee 4; each director attended at least 75% of meetings on which they served; all directors attended the 2024 annual meeting .
- Lead Independent Director: The Board elected a Lead Independent Director (Jeff Teper) to preside over executive sessions and serve as liaison; responsibilities include agenda-setting with the Executive Chairman and presiding at meetings without the Executive Chairman .
Fixed Compensation
| Item | Amount | Details |
|---|---|---|
| Annual cash retainer | $36,000 | Standard non-employee director retainer |
| Committee membership fee – Audit | $10,000 | Paid for Audit Committee membership |
| Committee chair fee – Audit | $20,000 | Paid to the Audit Committee Chair |
| Fees earned or paid in cash (2024) | $66,000 | Actual 2024 cash paid to John Ho |
| Annual RSU grant (2024) | $175,000 | Grant-date fair value; 19,189 RSUs granted 6/1/2024 |
| Total 2024 director compensation | $241,000 | Cash + equity totals |
The director program targets ~25% cash and ~75% equity mix, with annual RSUs typically granted in June; directors may elect to receive fees in RSUs . All directors are reimbursed for reasonable expenses; no pensions or medical benefits are provided to non-employee directors .
Performance Compensation
| Metric/Feature | Detail |
|---|---|
| RSU grant date | June 1, 2024 |
| RSU quantity | 19,189 units (each non-employee director) |
| Fair value | $175,000 (grant-date fair value; ASC 718) |
| Vesting | One-year vesting; immediate vest upon death, disability, retirement, or termination in connection with change in control |
| Pay conditioning | No performance metrics disclosed for director equity; time-based RSUs only |
| Consultant | Compensia engaged; program reviewed against peer group; changes considered May 2024 |
Note: “Company Earn-Out Shares” received by non-employee directors are not included in the Stock Awards amounts shown; see “Elements of Director Compensation” for treatment .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public boards | Vocus Group Limited (ASX), Incitec Pivot Limited |
| Prior public boards | Bellamy’s Organic (ASX) – Chairman |
| Market infrastructure roles | Deputy Chairman, HKEX Listing Committee (2014–2019) |
| Interlocks | No compensation committee interlocks as defined by SEC rules; no AvePoint executives serve on other entities’ boards/comp committees with reciprocal relationships in the last fiscal year |
Expertise & Qualifications
- Financial and accounting, global business, risk management; designated Audit Committee “financial expert” .
- Education: BSc (Mathematics) and BCom (Finance), University of New South Wales .
- Board skills matrix flags financial/accounting and global business among core attributes .
Equity Ownership
| Holder | Shares | Percent of Class | Notes |
|---|---|---|---|
| John Ho (direct) | 77,466 | — | Directly held |
| Balmoral Blue Limited (affiliate) | 4,486,024 | — | Beneficially owned by Ho and spouse |
| Total beneficial ownership | 4,363,490 | 2.15% | As of record date; percent of 202,874,440 outstanding shares |
| Shares outstanding (record date) | 202,874,440 | — | Basis for beneficial ownership percentages |
| Hedging/pledging | Prohibited by Insider Trading Policy (directors and officers) |
Vested vs. unvested breakdown for director holdings not disclosed; beneficial ownership includes shares with voting or investment power within 60 days of the record date .
Insider Trades
| Item | Detail |
|---|---|
| Section 16 compliance (2024) | All required filings timely except one late Form 4 for Director Jeff Epstein; no delinquent filings noted for John Ho |
Related Party Transactions (Oversight/Conflicts)
- Related Person Transaction Policy requires Audit Committee review/approval of transactions >$120,000 involving directors, officers, or significant holders .
- On Feb 24, 2025, the Audit Committee approved an employment arrangement involving the CFO’s daughter (hired prior to CFO; not in CFO’s reporting line) .
- The policy addresses independence impacts, terms, availability of alternatives, and comparability to third-party terms .
Say-on-Pay & Shareholder Feedback
| Proposal | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| 2025 Advisory vote on executive compensation | 154,070,585 | 4,046,965 | 47,477 | 14,081,159 |
Directors Tianyi Jiang and Janet Schijns were re-elected at the 2025 annual meeting; Deloitte & Touche LLP ratified as the independent auditor .
Governance Assessment
- Strengths
- Independent Audit Chair with SEC “financial expert” designation; strong oversight of financial reporting, internal controls, and cybersecurity risk, including quarterly reports from the Chief Legal & Compliance Officer .
- High engagement: ≥75% attendance across Board/committees; all directors attended the 2024 annual meeting .
- Alignment mechanisms: Anti-hedging/anti-pledging policy for directors; director pay mix targets 75% equity via annual RSUs with one-year vesting .
- Meaningful ownership: 2.15% of outstanding shares beneficially owned, including significant affiliate holdings, indicating skin-in-the-game .
- Watch items
- Related person employment involving CFO’s family member approved by Audit Committee; while not in CFO reporting line, continued scrutiny of related party processes is warranted given optics. As Audit Chair, Ho’s oversight responsibilities apply here .
- Earn-Out Shares not included in reported director stock award values; investors should consider total equity exposure when assessing alignment .
- No red flags observed
- No compensation committee interlocks; independence affirmed by the Board under Nasdaq standards .
- No hedging or pledging permitted by policy; no delinquent Section 16 filings noted for Ho .
Overall, Ho’s profile—financial expertise, independent status, audit leadership, solid attendance, and material ownership—supports board effectiveness and investor confidence, with standard vigilance on related party oversight and comprehensive equity exposure disclosure .