Peter Chi-Shun Luk
About Peter Chi‑Shun Luk
Peter Chi‑Shun Luk (age 41) is a Director Nominee at Fluence Energy designated by the Siemens Related Parties under the Stockholders Agreement; if elected on March 17, 2025, his one‑year term would run until the 2026 annual meeting . He is Senior Vice President, Corporate M&A at Siemens (since Dec 2020) and previously held Siemens corporate M&A roles in Germany and China, following earlier audit/transaction services experience at PwC . Education includes an MBA (FAU Erlangen‑Nürnberg), BCom Honours Accounting (McGill), Master of Professional Accounting (University of Saskatchewan), and Chartered Accountant designation (Canada) . He is not identified among Fluence’s current independent directors in the proxy’s independence determination; independence is limited to Arnold, Bulls, Fessenden, and von Heynitz as of the record date .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Siemens | SVP, Corporate M&A | Dec 2020–present | Global M&A leadership; strategic finance expertise |
| Siemens | Senior Project Manager, Corporate M&A | Jan 2018–Dec 2020 | Corporate M&A execution |
| Siemens | Project Manager, Corporate M&A | 2013–Jan 2018 | Corporate M&A execution |
| Siemens China | Project Manager, Corporate Finance M&A (Asia, Australia) | 2011–2013 | Regional M&A; cross‑border transactions |
| PricewaterhouseCoopers | Audit/Assurance and Transaction Services | Pre‑2011 | Audit and transaction services; accounting background |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| JUMP! Foundation (Hong Kong charity) | Executive Board Member | Not disclosed | Non‑profit governance; education/outreach |
Board Governance
- Nomination and independence: Luk is a Siemens designee under the Stockholders Agreement; he is not listed among independent directors (independent directors named are Arnold, Bulls, Fessenden, von Heynitz) .
- Committees and chair roles: As a director nominee, no committee assignments are disclosed for Luk as of the Record Date; committee compositions list other members and chairs (Audit: chair von Heynitz; Comp & HR: chair Arnold; Nominating: chair Bulls; Finance & Investment: chair Smith) .
- Attendance: FY2024 attendance data covers incumbent directors; Luk was not on the Board in FY2024. The proxy notes all incumbents met the 75% attendance threshold except Emma Falck; six of twelve directors attended the March 20, 2024 annual meeting .
- Controlled company and sponsor influence: Fluence is a controlled company under Nasdaq rules; AES and Siemens have director nomination rights and, per the Stockholders Agreement, AES and Siemens directors have rights to review/approve the annual business plan and budget before implementation .
- Executive sessions: Non‑management directors meet in executive session regularly; independent‑only sessions at least twice per year .
Fixed Compensation
| Component (FY2024 policy) | Amount | Notes |
|---|---|---|
| Annual director cash fee (independent) | $60,000 | Paid quarterly in arrears |
| Board chair (independent) | $35,000 | Additional annual fee |
| Audit Committee chair | $15,000 | Additional annual fee |
| Comp & HR Committee chair | $10,000 | Additional annual fee |
| Nominating Committee chair | $10,000 | Additional annual fee |
| Finance & Investment chair | $0 | No chair fee |
| Designated directors (AES/Siemens/QIA) FY2024 | $0 | Did not receive compensation for FY2024 |
Effective Oct 1, 2024 for FY2025: independent director cash retainer increased to $90,000; chair fees to $85,000 (Board), $17,500 (Audit), $15,000 (Comp & HR), $12,500 (Nominating); Finance chair still no fee .
Performance Compensation
| Equity award (independent) | Grant date value | Vesting | Change‑in‑control treatment |
|---|---|---|---|
| Initial RSU (upon election; FY2024 policy) | $170,000 | Full vesting at 1st anniversary, service‑based | |
| Annual RSU (at annual meeting; FY2024 policy) | $170,000 | Full vesting at 1st anniversary, service‑based | |
| Initial/Annual RSU (FY2025 policy) | $175,000 | Full vesting at 1st anniversary, service‑based | |
| All outstanding director equity (general) | — | — | Accelerated vesting upon change in control per 2021 Incentive Award Plan |
Designated directors from AES/Siemens/QIA did not receive compensation for FY2024; the proxy’s RSU disclosures pertain to non‑employee independent directors .
Other Directorships & Interlocks
| Company | Role | Interlock/Notes |
|---|---|---|
| None disclosed (public companies) | — | Luk’s biography lists no public company boards in past five years; Siemens colleagues Barbara Humpton and Axel Meier serve on Fluence’s Board as Siemens designees, indicating sponsor interlocks on FLNC’s Board . |
Expertise & Qualifications
- Global M&A, finance, and accounting expertise; Chartered Accountant (Canada) .
- Experience across Siemens corporate finance/M&A in Europe and Asia; prior audit/transaction services at PwC .
- Advanced degrees in accounting and business (MBA; two accounting master’s), plus BCom Honours .
Equity Ownership
| Holder | Class A shares | % of Class A | Voting power (combined) | Notes |
|---|---|---|---|---|
| Siemens AG (Related Party) | 51,499,195 | 39.6% | 13.3% | Siemens is a continuing equity owner; Luk is a Siemens executive and designee, signaling potential related‑party influence . |
Luk is not listed individually in the beneficial ownership table as of the January 17, 2025 record date; the table covers current directors and NEOs at that time .
Governance Assessment
- Independence and conflicts: Luk is a Siemens executive and nominee; he is not identified as independent in the proxy’s determinations. Siemens is a major shareholder with director designation rights and specific approval rights over plans/budgets, elevating potential conflicts of interest and sponsor control risk for minority investors .
- Committee assignments: None disclosed yet for Luk; sponsors already occupy multiple seats and committee roles (e.g., Humpton on Comp & HR; Meier on Nominating & Finance), which can concentrate influence .
- Director pay and alignment: Designated directors received no Fluence director compensation for FY2024; while this avoids direct cash/equity from Fluence, alignment may skew toward sponsor priorities rather than at‑risk equity tied to FLNC performance that independent directors receive via RSUs .
- Policies mitigating risk: Anti‑hedging/anti‑pledging; stock ownership guidelines apply to non‑employee independent directors; executive sessions held regularly .
- Say‑on‑pay signal: 98% approval of 2024 executive pay suggests investor support for compensation design; however, say‑on‑pay addresses NEOs, not director governance or sponsor influence .
Red Flags
- Controlled company status with sponsor nomination and approval rights (plans/budgets) .
- Related‑party agreements with Siemens (IP licenses, trademarks), combined with a Siemens M&A executive serving on the Board, increase perceived conflict risk and require robust recusal/related‑party oversight .
- Non‑independent sponsor designees occupying multiple board seats and committee memberships can dilute independent oversight .
Positive Signals
- Clear independence disclosure for current independent directors; robust committee charters; executive sessions of independent directors at least twice per year .
- Comprehensive governance policies (insider trading, anti‑hedging, clawbacks in executive comp, director stock ownership guidelines for independents) .
Notes on Missing Data
- Committee assignments for Luk, attendance, and any Fluence director compensation for him are not disclosed as of the Record Date because he is a nominee, not an incumbent .
- No public company directorships for Luk are disclosed in the past five years; only a non‑profit Executive Board role is listed .
- Individual beneficial ownership by Luk is not disclosed; Siemens AG’s holdings provide context for sponsor influence .