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Peter Chi-Shun Luk

Director at Fluence Energy
Board

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

OrganizationRoleTenureCommittees/Impact
SiemensSVP, Corporate M&ADec 2020–presentGlobal M&A leadership; strategic finance expertise
SiemensSenior Project Manager, Corporate M&AJan 2018–Dec 2020Corporate M&A execution
SiemensProject Manager, Corporate M&A2013–Jan 2018Corporate M&A execution
Siemens ChinaProject Manager, Corporate Finance M&A (Asia, Australia)2011–2013Regional M&A; cross‑border transactions
PricewaterhouseCoopersAudit/Assurance and Transaction ServicesPre‑2011Audit and transaction services; accounting background

External Roles

OrganizationRoleTenureCommittees/Impact
JUMP! Foundation (Hong Kong charity)Executive Board MemberNot disclosedNon‑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)AmountNotes
Annual director cash fee (independent)$60,000Paid quarterly in arrears
Board chair (independent)$35,000Additional annual fee
Audit Committee chair$15,000Additional annual fee
Comp & HR Committee chair$10,000Additional annual fee
Nominating Committee chair$10,000Additional annual fee
Finance & Investment chair$0No chair fee
Designated directors (AES/Siemens/QIA) FY2024$0Did 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 valueVestingChange‑in‑control treatment
Initial RSU (upon election; FY2024 policy)$170,000Full vesting at 1st anniversary, service‑based
Annual RSU (at annual meeting; FY2024 policy)$170,000Full vesting at 1st anniversary, service‑based
Initial/Annual RSU (FY2025 policy)$175,000Full 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

CompanyRoleInterlock/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

HolderClass A shares% of Class AVoting power (combined)Notes
Siemens AG (Related Party)51,499,19539.6%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 .