Eric Boehnke

About Eric Boehnke

Eric Boehnke was appointed to ClearOne’s Board on June 20, 2025 as a nominee of First Finance Ltd., following a $3.0 million convertible note financing; his independence status has not been disclosed by the company . He holds a BSc from the University of Toronto and has over 25 years of corporate finance and M&A experience, including prior CEO and director roles at public companies . Age is reported as 59 by third‑party sources as of 2025, but ClearOne filings do not disclose age .

Past Roles

External Roles

Board Governance

• Appointment and board rights: ClearOne expanded the Board from four to five members and appointed Eric Boehnke (and Youngsun “Sunny” Park) on June 20, 2025 as nominees of First Finance Ltd.; First Finance retains rights to designate two directors for so long as any Class B Preferred Stock is outstanding and beneficially owned by First Finance .
• Committee assignments: As of the May 13, 2025 proxy, committees were: Audit & Compliance (Eric L. Robinson—Chair; Larry R. Hendricks; Bruce Whaley), Compensation (Bruce Whaley—Chair; Larry R. Hendricks; Eric L. Robinson), Nominating (Larry R. Hendricks—Chair; Eric L. Robinson; Bruce Whaley) . ClearOne has not disclosed any updates to committee memberships post Boehnke’s appointment in subsequent 8‑K/10‑Q filings .
• Independence: The proxy determined Hendricks, Robinson, and Whaley were independent under Nasdaq rules, but did not address Boehnke; later 8‑K/10‑Q state Boehnke has no Item 404(a) related‑party transactions and will receive standard director compensation, without explicitly classifying independence .
• Attendance: Board met 9 times in 2024; no director fell below 75% attendance; Boehnke was appointed in 2025, so no attendance data applicable for 2024 .

Fixed Compensation

• ClearOne disclosed that Boehnke will receive standard director compensation; specific amounts were not disclosed for 2025 .
• Historical context (2024 non‑employee director cash fees): Robinson $70,200; Higley $58,500; Whaley $36,400; Hendricks $36,400 .

Performance Compensation

• ClearOne did not disclose equity grants or performance‑based awards for Boehnke in 2025 filings; the 8‑K/10‑Q note “standard director compensation” only .
• No performance metrics tied to director compensation were disclosed for Boehnke.

Other Directorships & Interlocks

• Interlock/Influence: First Finance Ltd.’s financing and board designation rights create a governance linkage between ClearOne’s capital provider and the Board; Boehnke’s nomination arises from this arrangement .

Expertise & Qualifications

• Education: BSc, University of Toronto .
• Core skills: Capital raising (debt/equity/IPO), M&A, corporate strategy; prior CEO experience at a TSX‑listed company .
• Sector exposure: Energy (oil & gas), broader cross‑sector corporate finance .

Equity Ownership

• Section 16 filings: ClearOne disclosed no Item 404(a) transactions for Boehnke and no family relationships; public Section 16 Form 3 for Boehnke was not located in ClearOne’s IR archive or EDGAR during this review period; Youngsun Park filed Form 3 on Aug 18, 2025 .
• Beneficial ownership, vested/unvested breakdown, and pledging/hedging status for Boehnke are not disclosed.

Governance Assessment

• Key findings:

  • Financing‑linked appointment: Boehnke’s board seat derives from First Finance’s $3.0M convertible note and associated board designation rights, which persist while Class B Preferred remains outstanding—this is a structural influence risk on board independence and investor confidence .
  • Strategic control features: 2025 amendments enabled 1‑for‑15 reverse split, increased authorized common to 150M, created 50M “blank check” preferred, and allowed shareholder action by written consent, increasing capital structure flexibility and potential control dynamics .
  • Asset sale path and special dividend: Creation of Class A Redeemable Preferred and stated pursuit of an “Asset Sale,” with Class A entitled to 100% of net proceeds, signals possible near‑term strategic transaction; governance of sale and conflicts will be critical .
  • Disclosure gaps: No committee assignments, independence status, compensation details, or ownership reported for Boehnke beyond “standard director compensation” and “no Item 404(a) transactions” .

• RED FLAGS:

  • Board designation rights for a financing counterparty (First Finance) and appointment of its nominee(s) to the Board .
  • Capital structure changes (blank check preferred, reverse split) coincident with financing and transaction review, potentially enabling further preferential securities or control mechanisms .
  • Active pursuit of asset sale with special preferred dividend; requires robust conflict management and independent committee oversight .

• Implications for investors:

  • Monitor formation/composition of independent committees (e.g., Special Transaction Committee) and any changes post‑June 2025 to ensure independent oversight of strategic transactions .
  • Seek clarity on Boehnke’s committee roles, independence determination, and equity ownership to assess alignment and potential conflicts .
  • Evaluate transaction processes and fairness safeguards as ClearOne advances an asset sale and capital structure actions .

Supporting References

• Appointment and rights: 8‑K (June 25, 2025) ; 10‑Q (Aug 14, 2025; Nov 14, 2025) .
• Prior roles and education: 8‑K (biography) .
• Committees, independence (pre‑June 2025): DEF 14A (May 13, 2025) .
• Capital structure amendments: DEF 14A proposals ; 10‑Q subsequent implementation and reverse split .
• Asset sale preferred/strategy: 10‑Q notes and Exhibits .
• Park Form 3: EDGAR/StockTitan .
• Trenchant Form D (Boehnke as CEO/director): EDGAR .