Didier Lasserre
About Didier Lasserre
Didier Lasserre, age 60, serves as Vice President, Sales (and Investor Relations) at GSI Technology. He has held the VP Sales role since July 2002 after joining GSI in 1997; prior roles include sales leadership at Cypress Semiconductor and Solectron, giving him over three decades of semiconductor sales experience . Company performance context: in Q1 FY2026, GSI reported $6.3M revenue (+7% q/q, +35% y/y) with gross margin +200 bps q/q and +1,100 bps y/y; cash ended the quarter at $22.7M . Over FY2023–FY2025, Pay-vs-Performance shows TSR moving from 45 to 89 to 53 (value of $100 initial investment) alongside net losses of $(15.98)M, $(20.09)M, and $(10.64)M, respectively .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| GSI Technology | Vice President, Sales | Jul 2002–present | Executive sales leadership for SRAM and APU product lines; also serves as VP Sales & IR per investor materials |
| GSI Technology | Director of Sales (Western U.S. & Europe) | Nov 1997–Jul 2002 | Built regional enterprise and OEM accounts across U.S. and Europe |
| Solectron Corporation | Account Manager | Jul 1996–Oct 1997 | EMS account management (semiconductor customer relationships) |
| Cypress Semiconductor | Field Sales Engineer | Jun 1988–Jul 1996 | Semiconductor sales engineering and key account support |
External Roles
No external public company board roles or committee appointments were disclosed for Mr. Lasserre in the filings reviewed .
Fixed Compensation
| Metric | FY2024 | FY2025 |
|---|---|---|
| Base Salary (actual paid; Summary Compensation Table) | $290,441 | $290,441 |
| Fiscal Base Salary (plan reference; Proxy) | — | $322,712 (company maintained a 10% reduction; actual paid remains $290,441) |
| Target Annual Bonus | $137,500 (per NEOs) | $137,500 |
| Actual Annual Bonus (Non-Equity Incentive Plan) | $44,540 | $27,414 |
| Car Allowance | $5,400 | $5,400 |
| Total Cash Compensation Earned (Proxy roll-up) | — | $323,255 (includes salary, car allowance, bonus) |
| Total Compensation (incl. equity grant-date fair value) | $480,106 | $408,055 |
Notes:
- FY2025 salaries preserved 2022 cost-reduction cuts; Lasserre’s actual paid annual salary kept at $290,441 since Dec 1, 2022 .
- Bonus vesting schedule: 60% payable at fiscal year-end tranche and 20% each of the next two Aprils (continued service) .
Performance Compensation
| Plan Year | Metric | Target/Structure | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| FY2025 Variable Compensation Plan | Net SRAM Revenues | Component of plan bonus | 99.7% of target | 99.7% of the SRAM portion | 60% payable Apr 2025; 20% Apr 2026; 20% Apr 2027 |
| FY2025 Variable Compensation Plan | APU net revenue and/or R&D funding offsets (GAAP) | Component of plan bonus | Not met | 0% for this component | Same 60/20/20 schedule |
| FY2025 Bonus Outcome | Target Bonus (Lasserre) | $137,500 | — | $27,414 | 60% paid June 2025; $5,483 payable Apr 2026; $5,483 payable Apr 2027 (per footnote) |
Long-term incentives: stock options are the primary LTI vehicle; options are granted at fair market value on grant date, and for officers generally vest 100% four years after the employment-anniversary date closest to grant, emphasizing long-term alignment; annual officer grants typically considered in July/August .
Equity Ownership & Alignment
| Ownership Detail | As of FY2024 (June 30, 2024) | As of FY2025 (June 30, 2025) |
|---|---|---|
| Shares Beneficially Owned | 564,140 | 598,378 |
| % of Outstanding | 2.2% (on 25,446,380 shares) | 2.0% (on 29,090,626 shares) |
| Options Exercisable within 60 Days | 260,000 | 290,000 |
| Hedging/Pledging | Prohibited (no hedging, derivatives, margin or pledging) | Prohibited (same) |
Stock Ownership Guidelines:
- Director stock ownership requirement exists (3x cash retainer within specified timeframe). No separate executive officer stock ownership guideline disclosed .
Outstanding Equity Awards (Options) at FY2025 Year-End (March 31, 2025)
| Status | Options (#) | Exercise Price ($) | Expiration |
|---|---|---|---|
| Exercisable | 30,000 | 4.98 | 8/3/2025 |
| Exercisable | 30,000 | 4.99 | 8/1/2026 |
| Exercisable | 30,000 | 7.26 | 7/31/2027 |
| Exercisable | 40,000 | 6.70 | 7/30/2028 |
| Exercisable | 40,000 | 8.30 | 7/29/2029 |
| Exercisable | 40,000 | 5.83 | 8/3/2030 |
| Unexercisable (vested 100% on May 3, 2025 per footnote) | 40,000 | 5.58 | 8/2/2031 |
| Unexercisable (vests 100% on May 3, 2026) | 40,000 | 4.08 | 8/1/2032 |
| Exercisable | 20,000 | 2.27 | 12/2/2032 |
| Unexercisable (vests 100% on May 3, 2027) | 40,000 | 4.39 | 7/31/2033 |
| Exercisable | 20,000 | 1.92 | 1/29/2034 |
| Unexercisable | 40,000 | 2.94 | 7/29/2034 |
- FY2025 annual officer grant: 40,000 options to Lasserre .
Employment Terms
Change-in-Control/Severance:
- Plan: Amended & Restated Executive Retention and Severance Plan (8/22/2024), effective through 9/30/2027; “double-trigger” benefits if involuntary termination without cause or for good reason within a window from 2 months pre- to 2 years post-change in control .
- Benefits: (i) lump-sum cash equal to the greater of 12 months base salary or 1 month per year of service (fixed based on service through 9/30/2024 for executive officers), (ii) payout of unvested prior-year bonuses, (iii) pro-rata current-year bonus (150% for CEO; standard pro-rata for others), (iv) continued medical/dental/vision/life for the salary severance period, and (v) 100% acceleration of equity awards (if not assumed, acceleration at change in control; if assumed, acceleration upon qualifying termination). No excise-tax gross-up; potential cutback to maximize after-tax amounts .
Potential payout as of 3/31/2025 (qualifying termination under the Plan):
| Component | Didier Lasserre |
|---|---|
| Cash Severance (Based on Salary) | $726,102 |
| Cash Severance (Based on Bonus) | $45,230 |
| Continued Health Benefits (COBRA) | $123,796 |
| Acceleration of Stock Options (intrinsic value at $2.03/share) | $2,200 |
| Total | $897,328 |
Clawback:
- Policy for Recovery of Erroneously Awarded Incentive Compensation included as Exhibit 97.1 (incorporated by reference) .
Insider Trading Policy:
- Prohibits hedging, short sales, derivative transactions, margin, and pledging of GSI stock by executives and employees .
Performance & Track Record
| Metric | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
| Total Shareholder Return (value of $100 at 3/31/2022) | $45 | $89 | $53 |
| Net Income (Loss) | $(15,977,000) | $(20,087,000) | $(10,639,000) |
Operational update (latest):
- Q1 FY2026 revenue $6.3M (+7% q/q, +35% y/y); gross margin +200 bps q/q and +1,100 bps y/y; cash $22.7M. Gemini-II: second spin fully functional, delivered LIDAR TUBO and algorithms for an offshore defense contractor’s satellite/drone approval workflow; targeting satellites/edge computing markets .
Compensation Structure Analysis
- Heavy equity emphasis via stock options; no RSUs/PSUs disclosed for NEOs. Options vest 100% after four-year schedule tied to service, aligning with long-term value creation but offering lower guaranteed value than RSUs .
- FY2025 cash bonus sharply below target ($27,414 vs $137,500 target) as APU target was not met and SRAM revenue came in at 99.7% of target; demonstrates outcome sensitivity to revenue metrics .
- Year-over-year mix shift: option grant-date value declined ($139,725 in FY2024 to $84,800 in FY2025) and cash bonus declined ($44,540 to $27,414), driving total compensation down to $408,055 from $480,106 .
- Policies prohibit hedging/pledging, and a Dodd-Frank compliant clawback exists, supporting alignment and governance .
Compensation Peer Group (FY2025 review)
| Peer Company |
|---|
| Aehr Test Systems; Amtech Systems, Inc.; AXT, Inc.; Emcore Corporation; Everspin Technologies; Immersion Corporation; inTEST Corporation; Kopin Corporation; Lantronix; NVE Corporation; Pixelworks, Inc.; QuickLogic Corporation; Techpoint, Inc. |
- Committee policy: aggregate executive compensation targets approximately median of peers for comparable roles .
Say-on-Pay & Shareholder Feedback
| Year | Say-on-Pay Approval |
|---|---|
| 2018 | 99% |
| 2019 | 99% |
| 2020 | 99% |
| 2021 | 98% |
| 2022 | 75% |
| 2023 | 92% |
| 2024 | 98% |
Risk Indicators & Red Flags
- No excise tax gross-ups; potential cutback to avoid 280G excise taxes .
- Related-party transactions require Audit Committee approval; none cited for Lasserre .
- Hedging/pledging/margin prohibitions reduce misalignment and forced-sale risk .
- Option acceleration value low in FY2025 scenario ($2,200), reflecting many grants out-of-the-money at $2.03 reference price—implies limited change-in-control windfall from options alone at those prices .
Investment Implications
- Alignment: Lasserre’s 2.0% beneficial ownership (598,378 shares; includes 290,000 options exercisable within 60 days) provides measurable skin-in-the-game; policies prohibit pledging/hedging, and a clawback is in place .
- Incentives: Variable cash tied to revenue (SRAM and APU/R&D funding offsets), with FY2025 outcomes below target due to APU shortfall; long-dated, service-based option vesting keeps emphasis on multi-year execution (APU commercialization) rather than short-term targets .
- Retention/CoC: Double-trigger severance ~ $0.90M at 3/31/2025 supports continuity through strategic inflection points without excessive golden parachute risk; equity acceleration value was minimal at FY2025 prices, reducing sale-driven windfalls .
- Near-term trading pressure: Multiple legacy options approach expirations (e.g., 30,000 at $4.98 expiring 8/3/2025; 30,000 at $4.99 expiring 8/1/2026), but many strikes exceed $2.03 FY2025 reference price—limiting in-the-money exercise supply unless shares move meaningfully higher .