Lisan Hung
FTC SolarAbout Lisan Hung
Lisan Hung (age 56) is an independent director of FTC Solar, serving since April 2021; her current Class III term runs through the Annual Meeting to be held in 2027. She is Senior Vice President, General Counsel, and Corporate Secretary of Enphase Energy, and previously held senior legal roles at Crocus Technology, Kovio, and AMD. She holds a J.D. from Santa Clara University School of Law and a B.S. in Political Economy of Natural Resources from UC Berkeley .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Advanced Micro Devices (AMD) | Director of Law, Technology Group; progressive roles in Legal | 1999–2009 | Technology transactions and IP/legal leadership |
| Kovio, Inc. | VP Legal Affairs, General Counsel & Corporate Secretary | 2009–2014 | Legal leadership for printed electronics startup |
| Crocus Technology, Inc. | VP Legal Affairs, General Counsel & Corporate Secretary | 2014–2019 | Legal, governance, and corporate secretary responsibilities |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Enphase Energy, Inc. | SVP, General Counsel & Corporate Secretary | Current | Executive legal leadership at a public solar company |
| Rodgers Silicon Valley Acquisition Corp. (now Enovix) | Director | Dec 2020–Jul 2021 | Audit Committee and Compensation Committee member |
Board Governance
| Committee | Role | Notes |
|---|---|---|
| Nominating & Corporate Governance | Chair | Oversees board evaluation, succession planning, ESG policies |
| Compensation | Member | Independent; committee uses Aon as independent consultant |
| Audit | Not a member | Audit chaired by Dean Priddy |
- Independence: The Board affirmatively determined Hung is independent under Nasdaq rules; she also meets heightened independence standards for Compensation Committee service .
- Attendance and engagement: In 2024, the Board held 5 meetings; Audit 4; Compensation 6; Nominating 3. No director serving during 2024 attended less than 75% of aggregate meetings, other than Pablo Barahona (appointed Aug 2024). Hung met attendance expectations .
- Board leadership: The Board chair, Shaker Sadasivam, is independent and serves as lead director, coordinating independent director sessions .
- Director term/class: Hung is a Class III director; term expires at the 2027 Annual Meeting .
Fixed Compensation
| Component | Amount | Effective Detail |
|---|---|---|
| Annual Board cash retainer | $50,000 | Payable at beginning of year or upon start of service |
| Committee chair retainer (Nominating & Governance) | $10,000 | Additional annual cash retainer for committee chair |
| Meeting fees | None disclosed | No meeting fees; structure based on retainers |
| Other benefits | Partial health insurance reimbursement (at director’s election) | Determined at Compensation Committee’s discretion |
2024 fiscal year compensation earned (Hung):
| Year | Fees Earned/Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| 2024 | 60,000 | 44,076 | 104,076 |
Performance Compensation
| Award Type | Grant # (shares) | Grant Date Fair Value ($) | Vesting | Performance Metrics |
|---|---|---|---|---|
| Annual RSU (2024) | 9,045 | 44,076 | Vests in full on first anniversary of grant, subject to continued service | None; time-based vesting only |
| Initial RSU upon appointment (policy) | 1.5x annual grant (policy) | N/A | Vests over 3 years (equal installments), subject to continued service | None; time-based vesting only |
| Options outstanding (12/31/2024) | 0 | N/A | N/A | N/A; no director options outstanding |
Equity program structure for directors:
- Annual RSU sizing: 50% of awards valued at $155,000 plus 50% based on a peer median award percentage applied to FTC Solar’s shares outstanding; annual grants on initial appointment and each annual meeting, vesting one year .
- Non-employee director annual cap: Total value of director awards plus cash fees may not exceed $750,000 per calendar year; initial awards capped at $750,000 under the Amended Plan .
Other Directorships & Interlocks
| Company | Relationship to FTC Solar | Potential Interlock/Conflict Considerations |
|---|---|---|
| Enphase Energy (current employer) | Solar industry participant | No related-person transactions involving Hung disclosed; Board confirmed independence under Nasdaq rules |
| Enovix (via RSVA; prior public directorship) | Unrelated to FTC Solar operations | Prior service on audit and compensation committees; no current ties disclosed |
No related party transactions involving Ms. Hung are disclosed; related party items in recent years involved other directors/stockholders (e.g., Ayna.AI engagement, Alpha Steel receivables/payables, Barahona’s financing link to a warrant offering), not Hung .
Expertise & Qualifications
- Legal and governance leadership spanning semiconductor and solar sectors; public company experience and advanced degree .
- Board skills matrix attributes include executive leadership, global business, public company experience, solar industry experience, and semiconductor/electronics industry experience; tenure on FTC Board since 2021 .
Equity Ownership
| Reference Date | Shares Beneficially Owned (number) | Percent of Shares Outstanding | Breakdown |
|---|---|---|---|
| April 14, 2025 | 37,163 | <1% | Directly held: 24,716; RSUs to vest within 60 days: 12,447 |
| July 9, 2025 | 37,163 | <1% (based on 14,872,017 outstanding) | Not broken out in July footnotes; total consistent with prior |
RSUs outstanding by director (12/31/2024):
| Director | RSUs Outstanding (#) |
|---|---|
| Lisan Hung | 12,447 |
No shares pledged as collateral, hedging, or derivative positions are disclosed for Hung; no director options outstanding as of 12/31/2024 .
Governance Assessment
- Committee leadership and independence: Hung chairs Nominating & Corporate Governance and serves on Compensation; the Board affirms her independence, including heightened Compensation Committee standards, supporting governance quality and objective oversight .
- Attendance and engagement: Met attendance expectations across Board and committee meetings in 2024 (≥75%), signaling engagement; Board/committee meeting counts underscore active governance cadence .
- Ownership alignment: Holds 37,163 shares (<1%); has ongoing RSU participation under director equity program, creating alignment without excessive concentration. No pledging disclosed; no options outstanding reduces risk of repricing concerns .
- Director pay structure: Balanced mix of modest cash retainers ($50,000 + $10,000 chair) and annual RSUs with time-based vesting; use of independent consultant (Aon) for compensation and share usage governance mitigates pay inflation and conflict risks .
- Related-party exposure: No related person transactions involving Hung are disclosed; broader related-party items are reviewed under formal policy and overseen by the Audit Committee, limiting conflict risk .
Red flags:
- None disclosed specific to Hung. Note: She is a senior executive at Enphase, a solar industry participant; however, the Board evaluated independence and disclosed no related-party transactions involving her .
Net view: Hung’s legal and public company governance background, independent status, committee leadership, and consistent attendance support board effectiveness and investor confidence. Compensation and equity programs appear appropriately constrained and overseen, with no Hung-specific conflicts identified in disclosures .