Csaba Sverha
FabrinetAbout Csaba Sverha
Csaba Sverha, age 46, is Executive Vice President and Chief Financial Officer of Fabrinet (FN) since February 2020, after serving as VP of Operations Finance from March 2018 to February 2020; prior finance roles include Sanmina (2005–2018), Benetton Hungary, and Flex in Hungary. He holds a Master’s Degree in Agricultural Economics and Management from Szent Istvan University, Godollo, Hungary (SZIU) . Company performance under Fabrinet’s pay-versus-performance disclosure shows strong revenue growth and net income expansion with robust TSR, and non-GAAP operating margin of 10.55% in FY2025 drove maximum bonus determinations; two-year PSUs for FY2024–FY2025 were certified at 100% due to exceeding cumulative revenue and operating margin goals .
Company performance snapshot
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|---|---|
| Revenue ($USD) | $1,879,350,000 | $2,262,224,000 | $2,645,237,000 | $2,882,967,000 | $3,419,327,000 |
| Net Income ($USD) | $148,341,000 | $200,380,000 | $247,913,000 | $296,181,000 | $332,527,000 |
| TSR: Value of $100 Investment ($) | $160.56 | $140.20 | $218.84 | $412.45 | $498.10 |
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Fabrinet | EVP & CFO | Feb 2020–present | Principal financial and accounting officer; SOX certifications on 10-K/10-Q |
| Fabrinet | VP, Operations Finance | Mar 2018–Feb 2020 | Operations finance leadership supporting manufacturing footprint |
| Sanmina Corporation | Various finance roles; VP Finance & Controller, Mechanical Systems Division | 2005–Mar 2018; VP role Dec 2017–Mar 2018 | Site/regional/global finance responsibilities across EMS |
| Benetton Hungary | Controller | Prior to Sanmina | Finance/control for retail/apparel operations |
| Flex (Hungary) | Junior finance analyst and controller | Prior to Benetton | Early-career financial analysis and control |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| None disclosed | — | — | — |
Fixed Compensation
| Component | FY 2023 | FY 2024 | FY 2025 | Notes |
|---|---|---|---|---|
| Base Salary ($) | $575,000 | $590,000 | $625,000 | Approved in USD but paid in THB since Dec 31, 2022; FX translation using 36.94 THB/USD for FY2025 |
| FY2026 Base Salary | — | — | THB 24,380,400 (effective first day of FY2026) | +5.6% vs prior THB salary; paid in home currency |
| All Other Compensation ($) | $343,539 | $229,114 | $273,635 | Includes housing $120,000; car/driver $40,407; health insurance $53,213; 401(k)/provident $60,015 |
Performance Compensation
| Metric | Weighting | FY2025 Target | FY2025 Maximum | FY2025 Actual | Payout mechanics |
|---|---|---|---|---|---|
| Revenue ($mm) | 50% | $3,070.0 | $3,223.5 (105% of target) | $3,419.3 (111.4% of target) | Linear: 90–100% → 20–100%; 100–105% → 100–120% |
| Non-GAAP Operating Margin (%) | 50% | 10.2% | 10.7% | 10.55% (103.4% of target) | Same scaling; thresholds at 90%, cap at 120% |
| Cash Incentive Outcome (FY2025) | Target ($) | Maximum ($) | Actual ($) | Actual (% of Target) |
|---|---|---|---|---|
| Csaba Sverha | $625,000 | $750,000 | $730,375 | 117% |
| FY2025 Equity Grants (Grant date: Aug 22, 2024) | Shares | Intended Value at Grant ($) | Vesting |
|---|---|---|---|
| Time-based RSUs | 3,820 | $1,000,000 (at $261.84/sh) | 3 equal annual installments on each grant anniversary, service-based |
| PSUs (FY2025–FY2026 cycle) | 3,820 | $1,000,000 (at max assumption) | Earned over cumulative 2-year revenue and non-GAAP op margin goals; any earned PSUs vest in full upon certification |
| Stretch PSUs (FY2025–FY2026 cycle) | 3,820 | $1,000,000 (at max assumption) | Higher “stretch” goals; vest 0–100% per linear scaling; must exceed PSU targets to earn any stretch |
| Prior Cycle PSU Results (FY2024–FY2025 PSUs) | Target/Max Shares | Actual Vesting | Performance Achieved |
|---|---|---|---|
| Csaba Sverha – PSUs (granted Aug 24, 2023) | 5,663 | 100% vested | Cumulative revenue $6,302.3m; non-GAAP op margin 10.58% (exceeded highest goals) |
| Csaba Sverha – Stretch PSUs (granted Aug 24, 2023) | 5,663 | 100% vested | Same as above; exceeded stretch thresholds |
No option awards were granted to Named Officers in fiscal 2025 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Sept 30, 2025) | 363 shares; less than 1% of outstanding |
| Stock Ownership Guidelines | Other Executive Officers: 2x annual base salary; achieve by later of Aug 2023 or 5 years after becoming exec; retain 50% of net shares until compliant |
| Compliance Status | All executive officers either met thresholds or within permitted period by Sept 30, 2025 |
| Prohibitions (Hedging/Pledging/Shorts) | Company policy prohibits margining, short-selling, pledging, and derivatives in FN stock |
Outstanding Equity as of FY2025 Year-End
| Grant | Type | Unvested/Unearned Shares (#) | Market Value ($) | Vesting details |
|---|---|---|---|---|
| 8/22/2024 | RSUs | 3,820 | $1,129,268 (at $295.62) | 3 annual installments, service-based |
| 8/22/2024 | PSUs | 3,820 (FY25–26 cycle) | $1,129,268 | Earn/vest upon certification after cycle |
| 8/22/2024 | Stretch PSUs | 3,820 (FY25–26 cycle) | $1,129,268 | Earn/vest upon certification after cycle |
| 8/24/2023 | RSUs | 3,776 | $1,116,261 | Time-based vesting |
| 8/24/2023 | PSUs | 5,663 (as of FY-end; vested 100% in Aug 2025) | $1,674,096 | 2-year performance; certified Aug 12, 2025 |
| 8/24/2023 | Stretch PSUs | 5,663 (as of FY-end; vested 100% in Aug 2025) | $1,674,096 | Stretch performance targets; certified Aug 12, 2025 |
| 8/18/2022 | RSUs | 2,415 | $713,922 | Time-based vesting |
Shares vested in FY2025: 21,426 acquired on vesting; value realized $4,827,704 (closing price at vest dates) .
Employment Terms
| Trigger | Cash Severance | Bonus/Target Bonus | Benefits | Equity Treatment |
|---|---|---|---|---|
| Without Cause or Good Reason (Unrelated to CIC) | 50% of annual base salary ($312,500 assumed) | Earned but unpaid bonus ($730,375) | 18× monthly COBRA premium ($74,820) | No acceleration (per Severance Plan outside CIC period) |
| Qualifying Termination in CIC Period (Double Trigger) | 100% annual base salary ($625,000 assumed) | Earned but unpaid bonus ($730,375) + 100% of target bonus ($625,000) | 18× monthly COBRA premium ($74,820) | 100% acceleration of unvested time-based awards; performance awards governed by award agreements; portion deemed achieved converts to time-based and vests on original schedule, eligible for acceleration under plan |
- Clawback: Company maintains mandatory incentive compensation recovery (cash and equity) pursuant to SEC Rule 10D-1 and NYSE standards .
- FY2026 Cash Bonus Plan: Target bonus THB 24,380,400; maximum THB 29,256,480; payout split 50% revenue and 50% non-GAAP operating margin with linear scaling between 90–105% target; maximum 120% .
- Pay practices: No guaranteed bonuses; no repricing/buyouts; no share recycling; minimum one-year vesting norms; prohibition of dividends on unvested awards .
Multi-Year Compensation Summary (NEO totals)
| Fiscal Year | Salary ($) | Stock Awards ($) | Non-Equity Incentive ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|
| 2023 | $575,000 | $2,549,898 | $586,500 | $343,539 | $4,054,937 |
| 2024 | $590,000 | $2,699,722 | $600,045 | $229,114 | $4,118,881 |
| 2025 | $625,000 | $3,000,687 | $730,375 | $273,635 | $4,629,697 |
Performance & Track Record
- Two-year PSUs for FY2024–FY2025 achieved 100% due to cumulative revenue of $6,302.3m and non-GAAP operating margin of 10.58%, indicating rigorous target attainment .
- CFO certifications: Signed SOX 302 and 906 certifications on FY2025 10-K and multiple FY2025/FY2026 10-Qs, evidencing responsibility for controls and fair presentation .
- Annual cash plan aligned to core financial drivers (revenue and non-GAAP operating margin), with FY2025 overachievement leading to 117% payout .
Compensation Structure Analysis
- Equity mix tilted to performance: FY2025 grants weighted 67% PSUs / 33% RSUs for all NEOs, increasing at-risk compensation versus guaranteed pay .
- Metrics rigor: Multi-year PSUs measured on cumulative revenue and non-GAAP operating margin with linear scaling and stretch goals that require exceeding base PSU targets .
- No options and no repricing programs; minimizes misalignment risks associated with underwater options .
- Ownership alignment reinforced by 2x salary guideline for executive officers and mandatory net-share retention until compliant .
Risk Indicators & Red Flags
- Hedging/pledging prohibited; reduces misalignment risk from collateralized shares .
- Clawback policy in place for restatement scenarios .
- No disclosed related-party transactions involving Sverha; company includes related party oversight policy .
Compensation Peer Group and Shareholder Feedback
- Market data from independent consultant Compensia used in equity grant sizing; company does not target specific percentiles and maintains annual say-on-pay engagement history .
Equity Ownership & Trading Signals
- Low direct ownership (363 shares, <1%) reduces immediate selling pressure from personal holdings; however, significant vesting events can create supply (21,426 shares vested FY2025) and future vesting from FY2025–FY2026 PSUs/Stretch PSUs may add to liquidity around certification dates .
Employment Terms
- Severance Plan (adopted Aug 2021) provides moderate protection: 50% base salary outside CIC and 100% base salary plus target bonus within CIC period, with time-based award acceleration on double trigger; performance award treatment proration and conversion detailed to prevent windfalls .
- Payments modeled in proxy tables assume June 27, 2025 share price of $295.62 for equity value components .
Investment Implications
- Compensation tightly linked to core financial outcomes (revenue and non-GAAP operating margin), with multi-year PSUs repeatedly certifying at 100%, signaling disciplined target setting and operational execution .
- Near-term vesting cadence: FY2025–FY2026 PSUs/Stretch PSUs will certify after FY2026; monitor performance trajectory versus targets and potential post-certification selling to manage liquidity around events .
- Retention risk appears contained via meaningful unvested equity and Severance Plan protections; lack of hedging/pledging and ownership guidelines further align incentives with shareholders .
- Cash and equity mix is performance-heavy (67% PSUs), with no options or repricing, reducing asymmetry and supporting pay-for-performance integrity; continued strong non-GAAP operating margin and revenue execution are key levers for future payouts and alignment .