Marc Haugen
ICHOR HOLDINGSAbout Marc Haugen
Independent director of Ichor Holdings (ICHR), age 59, serving since 2017 (tenure ~7.7 years). He sits on the Audit Committee and Human Capital (Compensation) Committee; the Board has determined he is independent under Nasdaq and SEC rules, including audit and compensation committee independence. In 2024, each incumbent director attended at least 75% of Board and applicable committee meetings, and all directors attended the 2024 annual meeting. Background includes executive operations and supply chain roles across semiconductor equipment and technology companies; education includes MBAs from UCLA and National University of Singapore and a B.S. in Industrial & Systems Engineering from USC .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Fralock Holdings | Executive leadership | 2020–2025 | Operational leadership in advanced manufacturing |
| Kateeva, Inc. | Chief Operating Officer | 2018–2020 | Operations scale-up in display equipment |
| Following Seas Ventures LLC | Founder | 2017–present | Advisory/venture activities |
| Cepheid (Danaher) | EVP, Engineering & Operations | 2016–2017 | Engineering/ops leadership in diagnostics |
| Applied Materials | Group VP, Worldwide Operations & Supply Chain | 2013–2016 | Global ops and supply chain leadership |
| Lam Research | VP Corporate Operations; prior roles | 1998–2013 | Corporate ops; multiple positions |
| U.S. Navy | Officer | 1987–1991 | Leadership/service |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Public company directorships | — | — | No current public company board roles disclosed for Haugen in Ichor’s proxy . |
Board Governance
- Committee assignments: Audit Committee (member) and Human Capital Committee (member); chairs are John Kispert (Audit) and Iain MacKenzie (Human Capital) .
- Independence: Board determined Haugen is independent per Nasdaq rules; meets Rule 10A‑3 (Audit) and Rule 10C‑1 (Compensation) independence standards .
- Attendance: In 2024, Board held 5 meetings; each incumbent director attended at least 75% of Board and committee meetings; all directors attended the 2024 annual meeting .
- Governance practices: Hedging and pledging of company stock are prohibited; clawback policy compliant with Section 10D; director and officer indemnification in place .
Fixed Compensation
| Compensation Element (2024) | Amount | Notes |
|---|---|---|
| Annual Board cash retainer (non-employee director) | $60,000 | Paid quarterly; program updated May 2024 . |
| Audit Committee member retainer | $10,000 | Paid quarterly . |
| Human Capital Committee member retainer | $7,500 | Paid quarterly . |
| Total cash fees earned (Haugen) | $77,500 | Reflects Board + committee roles . |
Performance Compensation
| Equity Award | Grant Date | Shares/Value | Vesting | Performance Metrics |
|---|---|---|---|---|
| Annual Director RSU retainer (policy) | At annual meeting | $150,000 grant-date fair value | Vests immediately prior to next year’s annual meeting, subject to continued service | None (time-based RSUs) . |
| Haugen RSU grant (2024) | 2024 annual grant | $150,016 fair value | As per policy vesting | None (time-based RSUs) . |
| Haugen RSU grant (2025) | 2025-05-14 | 5,337 shares (Form 4; price reported as 0) | Director grant; time-based | None (time-based RSUs) . |
The 2025 Omnibus Incentive Plan caps non-employee director awards plus cash fees at $750,000 per calendar year (up to $1,000,000 for first-year, lead director, or non-executive chair service), forbids option/SAR repricing without shareholder approval, and subjects awards to clawback .
Other Directorships & Interlocks
| Company/Entity | Overlap | Potential Conflict |
|---|---|---|
| None disclosed | — | Ichor reports no related-person transactions since the beginning of 2024; audit committee oversees related-party review . |
Expertise & Qualifications
- Financial/audit literacy; supply chain and semiconductor manufacturing expertise; strategic transactions/M&A; technology/R&D; human capital management .
- Qualifications align with Audit and Human Capital committee responsibilities and Board’s desired skill matrix .
Equity Ownership
| Ownership Detail | Amount | Notes |
|---|---|---|
| Beneficial ownership (ordinary shares) | 34,623 | As of record date March 17, 2025 . |
| Unvested RSUs outstanding (12/27/24) | 3,923 | Director annual RSU grant . |
| Options outstanding | None | No options disclosed for Haugen . |
| Shares acquirable within 60 days (RSU vesting) | 3,923 | As of record date . |
| Ownership guidelines | 3x annual Board retainer | Directors must hold 3x retainer; all Covered Individuals in compliance . |
| % of shares outstanding | ~0.10% (34,623 / 34,112,963) | Outstanding shares as of record date . |
| Hedging/pledging | Prohibited | Insider Trading Policy bans hedging/pledging . |
Insider Trades (Form 4)
| Transaction Date | Type | Shares | Price | Post-Transaction Ownership | SEC Filing |
|---|---|---|---|---|---|
| 2025-08-07 | Open market purchase (P) | 3,000 | $17.75 | 42,960 | |
| 2025-08-08 | Open market purchase (P) | 3,000 | $17.64 | 45,960 | |
| 2025-05-14 | RSU award (A) | 5,337 | $0.00 | 39,960 | |
| 2024-05-15 | RSU award (A) | 3,923 | $0.00 | 34,623 |
Governance Assessment
- Alignment signals: Independent status on both Audit and Human Capital committees; compliance with stringent ownership guidelines; prohibition on hedging/pledging and robust clawback policy; personal open market purchases in Aug-2025 at ~$17.7 suggest confidence/skin-in-the-game .
- Board effectiveness: Relevant operations/supply chain expertise and audit literacy strengthen committee oversight; attendance threshold met; no related-party transactions reported in 2024+ .
- Compensation structure: Director pay is standard retainer plus modest committee fees and a majority-in-equity annual RSU grant; non-employee director compensation limits under the 2025 Plan reduce inflation risk and protect shareholders; no options or repricing features .
- Red flags: None identified—no pledging, no related-party transactions, attendance acceptable, and compensation structure aligned with market norms and shareholder safeguards .