Sven-Christer Nilsson
About Sven-Christer Nilsson
Independent director of CEVA since November 2002; age 80. Former President and CEO of The Ericsson Group, with deep telecom/baseband expertise; founder/owner of RIPASSO AB. Currently serves on CEVA’s Audit Committee (financial expert) and chairs the Nomination & Corporate Governance Committee; determined independent by the Board under Nasdaq rules. Beneficial ownership: 36,746 shares (<1%); outstanding director RSUs: 8,902 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Ericsson Group | President & CEO; earlier EVP Cellular Systems (American Standards), VP Mobile Switching Systems, President Ericsson Radio Systems | 1982–1999 (CEO from 1998) | Led global telecom equipment operations; financial and operational oversight |
| RIPASSO AB | Founder & Owner | Since Aug 1999 | Entrepreneurial leadership; strategic stewardship |
| Parthus Technologies plc | Director | Mar 2000–Nov 2002 | Predecessor to CEVA; technology licensing governance |
| Assa Abloy AB | Director | 2001–2015 | Global security/locks; long board service |
| SprintNextel Corporation | Director | 2008–2013 | US telecom; oversight during integration/industry change |
| Ripasso Energy AB | Director | 2009–2015 | Energy technology board service |
| Swedish ICT Research AB | Chair | 2003–2009 | Industrial research institute governance |
| Public Service Broadcasting Foundation (Sweden) | Chair | 2003–2011 | Public oversight; governance leadership |
| Swedish Defence Materiel Authority | Chair | 2009–2015 | Defense procurement oversight |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| MagleChemoswed AB | Director | Current | Swedish medical device developer/manufacturer |
| Royal Swedish Academy of Engineering Sciences | Member | Current | Technical leadership community |
| Royal Swedish Academy of War Sciences | Member | Current | Defense/strategy community |
Board Governance
- Committee assignments (2024): Audit Committee member (chair: Louis Silver); Nilsson designated Audit Committee Financial Expert; committee met 6 times, all members independent .
- Committee assignments (2024): Nomination & Corporate Governance Committee chair (members: Nilsson, Andrietti); met 2 times, all members independent .
- Independence: Board determined all non-CEO directors (including Nilsson) are independent under Nasdaq rules; no family relationships among directors/executives .
- Attendance and engagement: Board met 5 times (plus two written consents) in 2024; all directors attended ≥75% of Board and committee meetings; all directors attended the 2024 virtual annual meeting; independent director executive sessions are generally held before and/or after every Board meeting .
Fixed Compensation
| Component | 2024 Program/Actual | 2025 Program (effective Jan 1, 2025) | Notes |
|---|---|---|---|
| Board annual cash retainer (member) | $40,000 | $45,000 | Paid quarterly |
| Audit Committee cash (member/chair) | $5,000 / $15,000 | $7,500 / $17,500 | Chair fees inclusive of member fee |
| Compensation Committee cash (member/chair) | $5,000 / $10,000 | $7,500 / $15,000 | — |
| Nomination & Corporate Governance cash (member/chair) | $5,000 / $10,000 | $7,500 / $12,500 | — |
| Nilsson 2024 cash fees (actual) | $55,000 | — | Consistent with Board member ($40k) + Audit member ($5k) + Nom/Gov chair ($10k) program |
| Director equity grant (RSUs, annual) | $124,670 grant value; 6,462 RSUs; vest 50% at 1-year, 50% at 2-year | $165,000 grant value; fully vest at 1-year; granted post annual meeting | Annual grant timing shift in 2025 |
Performance Compensation
- Non-employee director awards are time-based RSUs; no performance-based equity disclosed for directors .
| Grant Year | Award Type | Grant Value | Shares Granted | Vesting | Performance Metrics |
|---|---|---|---|---|---|
| 2024 | RSUs | $119,547 grant-date fair value (Nilsson) | 6,462 | 50% at 1-year; 50% at 2-year | None disclosed |
| 2025 program | RSUs | $165,000 (program level) | Not specified | 100% at 1-year | None disclosed |
Other Directorships & Interlocks
| Company | Current/Prior | Years | Potential Interlock Considerations |
|---|---|---|---|
| MagleChemoswed AB | Current | Not specified | Medical devices; no CEVA related-party disclosure |
| Assa Abloy AB | Prior | 2001–2015 | Security/locks; no CEVA related-party disclosure |
| SprintNextel Corporation | Prior | 2008–2013 | US telecom; no CEVA related-party disclosure |
| Ripasso Energy AB | Prior | 2009–2015 | Energy technology; no CEVA related-party disclosure |
Related party transactions: CEVA disclosed outside legal fees paid to Morrison & Foerster (partner is director Jaclyn Liu); no other related party transactions in 2024 .
Expertise & Qualifications
- Audit Committee Financial Expert (Board designation) .
- Senior leadership in telecom/baseband markets; governance stewardship across listed and government organizations .
- Board’s skills matrix lists financial expertise and strategy experience among Nilsson’s qualifications .
Equity Ownership
| Metric | Amount |
|---|---|
| Total beneficial ownership (common shares) | 36,746; <1% of outstanding |
| Outstanding director RSUs | 8,902 |
| Stock options | None outstanding (Nilsson); options outstanding noted for other directors |
| Pledging/hedging of CEVA stock | Prohibited by Insider Trading Policy; since inception, no director/officer has pledged/hedged shares; waivers eliminated in 2020 |
| Director stock ownership guideline | Increased in Feb 2025 to 5× annual retainer cash ($225,000) with 5-year compliance window; as of Dec 31, 2024, all directors except Liu and Faintuch were compliant under prior guideline (Nilsson compliant) |
Governance Assessment
- Strengths: Independent; chairs Nomination & Corporate Governance; Audit Committee financial expert; participates on Audit Committee; robust anti-hedging/pledging policy and clawback framework; director ownership guidelines strengthened in 2025 .
- Engagement: Board/committee attendance at or above policy thresholds; executive sessions regularly held; full director attendance at 2024 annual meeting .
- Compensation alignment: Mix of modest cash retainers and time-based RSUs; program updated to vest equity annually and increase grant size; Nilsson’s 2024 total director compensation $174,547 (cash $55,000; equity $119,547) .
- Conflicts/related parties: No related-party transactions disclosed for Nilsson; Board independence affirmed; only disclosed related-party transaction in 2024 involved outside counsel led by another director .
- Red flags/risks: Long tenure (>20 years) may draw refresh concerns from some investors; Board acknowledges tenure mix and is actively refreshing (additions in 2021–2025 and multiple retirements) .