William A. Hasler
About William A. Hasler
Independent Class C director at Globalstar since 2009 (age 83). Certified Public Accountant with deep financial reporting expertise; former Vice Chairman at KPMG Peat Marwick, Dean of UC Berkeley’s Haas School of Business, and Co‑CEO at Aphton Corp. Serves as Chair of Globalstar’s Audit Committee and member of the Strategic Review Committee; Board determined him independent under SEC and Nasdaq rules. Attendance met Board thresholds in 2024 (≥75%) across Board and committee meetings.
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| KPMG Peat Marwick | Vice Chairman | 1984–1991 | Financial reporting and audit leadership |
| UC Berkeley, Haas School of Business | Dean | 1991–1998 | Academic leadership; governance expertise |
| Aphton Corp. | Co‑Chief Executive Officer | 1998–2004 | Public company executive experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Aviat Networks | Director (former) | Not disclosed | Not disclosed |
| DiTech Networks Corp. | Director (former) | Not disclosed | Not disclosed |
| Mission West Properties | Director (former) | Not disclosed | Not disclosed |
| Schwab Funds | Director (former) | Not disclosed | Not disclosed |
| Selectron Corp. | Director (former) | Not disclosed | Not disclosed |
| Tousa Inc. | Director (former) | Not disclosed | Not disclosed |
| Rubicon Ltd. | Director (former) | Not disclosed | Not disclosed |
Board Governance
- Globalstar is a controlled company under Nasdaq rules (Thermo holds majority voting power), exempt from certain independence requirements; Audit Committee must be entirely independent (and is). Minority Directors are elected by non‑Thermo holders per charter.
- Board meetings: 8 in 2024; each director attended at least 75% of Board and committee meetings. No directors attended the 2024 annual meeting.
| Committee | Role | 2024 Meetings | Key Responsibilities |
|---|---|---|---|
| Audit | Chair (Hasler); members Cowan, Wolff | 4 | Oversight of financial reporting, auditor appointment, internal controls; approves related person transactions not delegated to Strategic Review Committee; Audit Committee Financial Expert designation for Hasler |
| Strategic Review | Member (Hasler); Chair Wolff; members Cowan, Taylor | 5 | Exclusive review/approval of specified corporate actions and Thermo‑related transactions >$250k; minority director nomination mechanics |
| Nominating & Governance | Not a member | 1 | Director nominations, governance practices, director pay recommendations |
| Compensation | Not a member | 3 | Executive compensation oversight; consultant engagement |
Fixed Compensation
- Program structure: $50,000 annual cash retainer; ~$50,000 value in restricted stock granted each January; 6,666 stock options granted each January; Strategic Review Committee members receive 3,333 restricted shares each May.
| Metric (2024) | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 50,000 |
| Stock Awards (grant‑date fair value) | 111,500 |
| Option Awards (grant‑date fair value) | 187,000 |
| All Other Compensation | — |
| Total | 348,500 |
Performance Compensation
- Director equity awards vest on time‑based schedules; no disclosed performance metrics apply to director awards. Options vest one‑third annually over three years; RSAs typically cliff‑vest after one year.
| Award Type | Grant Date | Shares (#) | Grant‑Date Fair Value ($/share) | Vesting |
|---|---|---|---|---|
| Stock options | Jan 2, 2024 | 6,666 | 16.21 | 1/3 per year over 3 years |
| Restricted stock award | Jan 2, 2024 | 1,782 | 28.05 | Cliff after 1 year |
| Restricted stock award (SRC member grant) | May 10, 2024 | 3,333 | 18.45 | Cliff after 1 year |
| Outstanding (as of 12/31/2024) | Quantity |
|---|---|
| Unvested restricted stock | 5,115 |
| Outstanding options | 39,996 |
Other Directorships & Interlocks
- No current public company board interlocks disclosed; historical board roles listed above.
Expertise & Qualifications
- CPA; designated Audit Committee Financial Expert; skills matrix shows Accounting/Finance, Telecommunications, Global Business, Strategic Planning/M&A.
Equity Ownership
| Measure | Amount |
|---|---|
| Total beneficial ownership (common) | 56,573 shares; <1% of outstanding (126,582,094 shares at record date) |
| Currently exercisable options (within 60 days) | 86,663 shares (included in beneficial ownership per SEC rules) |
| Shares outstanding at record date | 126,582,094 |
- Hedging of company securities is prohibited by policy; trading subject to windows and pre‑clearance. No pledging disclosures specific to directors were noted.
Insider Trades
| Filing Date | Transaction Date | Type | Description |
|---|---|---|---|
| Dec 4, 2024 | Dec 3, 2024 | Form 4 | Statement of changes in beneficial ownership (details in filing) |
| May 12, 2025 | May 9, 2025 | Form 4 | Restricted stock award under Equity Incentive Plan; vests May 9, 2026 |
Governance Assessment
- Strengths: Independent status and Audit Committee chair role bolster financial reporting oversight; Audit Committee is fully independent and active (4 meetings in 2024). Hasler’s CPA and prior KPMG/Haas leadership provide credibility on controls and audit quality. Attendance met Board standards; director equity grants and options align interests modestly with shareholders.
- Risks/RED FLAGS: Globalstar is a controlled company; extensive Thermo‑related party arrangements (HQ lease, preferred dividends, guaranty/warrant), requiring vigilant oversight. Strategic Review Committee mitigates conflicts by pre‑approving Thermo transactions and requiring minority shareholder approval on certain items; Audit Committee reviews related person transactions not delegated to Strategic Review. Continued monitoring of Thermo guaranty amendments and related equity issuance mechanics warranted.
- Shareholder signals: Prior say‑on‑pay support was strong (≈99% approval in 2023), suggesting investor confidence in compensation governance; hedging prohibited and clawback policy adopted (for executives) enhance discipline.
Implications: Hasler’s audit leadership and independence are positives for investor confidence within a controlled structure. Key monitoring areas include Thermo‑related transactions and equity award practices; no director‑specific conflicts disclosed.