Anagha Apte
About Anagha Apte
Anagha Apte (age 45) is an independent director at FGI Industries Ltd., appointed April 1, 2024. She is Senior Director, Ethics Counsel at eBay, Inc. (since 2019), previously holding ethics & compliance roles at Twitter, Inc. (2016–2019) and Starwood Hotels & Resorts (2013–2016), and began her career at Baker Hostetler LLP in white collar defense and commercial litigation. She holds a B.A. from UCLA and a J.D. from Georgetown University Law Center .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| eBay, Inc. | Senior Director, Ethics Counsel | 2019–present | Leads ethics & compliance programs |
| Twitter, Inc. | Ethics & Compliance roles | 2016–2019 | Ethics & compliance leadership |
| Starwood Hotels & Resorts | Ethics & Compliance roles | 2013–2016 | Ethics & compliance leadership |
| Baker Hostetler LLP | Associate (white collar criminal defense, commercial litigation) | Not disclosed | Legal practice foundation |
External Roles
| Organization | Role | Public Company Board? | Notes |
|---|---|---|---|
| eBay, Inc. | Senior Director, Ethics Counsel | Not disclosed | Corporate ethics counsel role (not a board seat) |
| Other public company directorships | — | None disclosed | No other public company boards listed |
Board Governance
- Independence: The Board determined Apte is independent under Nasdaq rules .
- Committee assignments: Chair, Nominating & Corporate Governance; Member, Audit; Not on Compensation .
- Board/committee activity: Board met 5 times (2024); each director attended at least 75% of Board and committee meetings. Audit Committee met 4 times; Compensation Committee met 3 times; Nominating & Corporate Governance Committee met 3 times .
- Hedging/pledging policy: Directors are prohibited from pledging or hedging company stock; short sales and options on company securities are also prohibited .
| Governance Item | Status/Detail |
|---|---|
| Independence status | Independent (Nasdaq) |
| Committee chair roles | Nominating & Corporate Governance (Chair) |
| Committee memberships | Audit (Member); Compensation (None) |
| Board meetings held (2024) | 5; Apte attended ≥75% (company-wide disclosure) |
| Audit/Comp/Nominating meetings (2024) | Audit: 4; Comp: 3; Nominating: 3 |
| Annual meeting attendance policy | No formal policy |
Fixed Compensation
| Component | Amount | Apte’s Role Basis | 2024 Actual |
|---|---|---|---|
| Annual cash retainer | $40,000 | Non-employee director | Included in fees |
| Committee chair fee | $10,000 | Nominating & Corporate Governance (Chair) | Included in fees |
| Committee member fee | $3,000 | Audit (Member) | Included in fees |
| Expected annual cash (full-year in current roles) | $53,000 | Sum of retainer + chair + member | — |
| 2024 fees earned (cash) | — | Partial year (joined Apr 1, 2024) | $37,712 |
Performance Compensation
- Director equity framework: In 2024, non-employee directors were granted performance-based restricted stock units (RSUs) with grant date fair value of $12,000 (standard annual director grant) .
- Apte’s 2024 stock awards: $0 (no RSU grant recorded in 2024; joined April 1, 2024) .
| Equity Component | Grant Type | Grant Date | Shares/Value | Vesting | Performance Metrics |
|---|---|---|---|---|---|
| Standard director grant (2024) | Performance-based RSUs | 2024 | $12,000 (grant-date fair value) | Not disclosed | Not disclosed |
| Apte 2024 stock awards | — | — | $0 | — | — |
Note: The proxy does not disclose specific performance metrics or vesting schedules for director RSU awards. Metrics (e.g., revenue, EBITDA, TSR) and vesting dates are not provided for directors in the 2025 proxy .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed |
| Prior public company boards | None disclosed |
| Committee roles at other companies | Not disclosed |
| Interlocks with FGI competitors/suppliers/customers | Not disclosed; no Apte-specific related party transactions identified |
Expertise & Qualifications
- Legal/compliance expertise: Senior ethics counsel, public company experience (eBay); prior ethics & compliance leadership at Twitter and Starwood; white collar defense/commercial litigation background .
- Education: B.A. UCLA; J.D. Georgetown University Law Center .
- Board rationale: The Board cites her expertise in legal and compliance programs and experience with public companies as an asset .
Equity Ownership
| Ownership Item | Amount |
|---|---|
| Shares beneficially owned | 0 |
| Options exercisable within 60 days | 0 |
| Ownership % of outstanding shares | <1% |
| Shares pledged as collateral | Prohibited by policy |
| Hedging of company stock | Prohibited by policy |
| Director stock ownership guidelines | Not disclosed |
Governance Assessment
-
Strengths
- Independent director with compliance and legal credentials; brings ethics oversight to a small-cap board .
- Committee leverage: Chairs Nominating & Corporate Governance; Member of Audit—positions with direct influence on governance standards and financial oversight .
- Attendance/engagement: Company-wide disclosure indicates directors attended at least 75% of Board and committee meetings; Board active with five meetings in 2024; Audit and Nominating committees met multiple times .
- Alignment policies: Explicit prohibitions on pledging/hedging and short sales/options on company securities for directors .
-
Considerations/Investor Signals
- Initial ownership alignment appears limited: Beneficial ownership shows 0 shares and no exercisable options within 60 days; 2024 shows no stock award recorded for Apte (likely onboarding timing), reducing near-term “skin-in-the-game” alignment .
- Director equity disclosure gap: Proxy notes performance-based RSUs for directors but does not disclose specific metrics or vesting details, limiting pay-for-performance transparency for board compensation .
- Controlling shareholder context: Foremost Groups Ltd. owns ~71.1% of FGI; while Apte is independent, the controlling shareholder structure can influence overall board dynamics and minority investor protections .
-
RED FLAGS
- No disclosed director equity grant for Apte in 2024 despite standard RSUs for directors; onboarding timing may explain, but it weakens immediate ownership alignment .
- Zero beneficial ownership as of April 24, 2025; directors often hold at least minimal equity to align interests .
- Limited transparency on director RSU performance metrics/vesting, constraining assessment of board pay-for-performance rigor .