Sonalee Parekh
indie SemiconductorAbout Sonalee Parekh
Sonalee Parekh (age 52) has served as an independent director of indie Semiconductor, Inc. since June 2021. She is the Audit Committee Chair and an Audit Committee financial expert, with deep finance, M&A, investor relations, and corporate development experience, currently serving as Chief Financial Officer of Asana, Inc. since September 2024; previously CFO of RingCentral and SVP Corporate Development & Investor Relations at HPE . Her education includes a Bachelor of Commerce from McGill University and a Chartered Accountancy designation (PwC alumna) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Asana, Inc. (NYSE: ASAN) | Chief Financial Officer | Sep 2024–present | Public company CFO; capital markets and investor relations leadership |
| RingCentral, Inc. (NYSE: RNG) | Chief Financial Officer | May 2022–Sep 2024 | Led finance during cloud communications scale-up |
| Hewlett Packard Enterprise | SVP Corporate Development & Investor Relations | Sep 2019–Apr 2022 | Led corporate strategy, M&A, strategic investments, IR and ESG strategy |
| Jefferies International | Managing Director | Jul 2016–Apr 2019 | Senior investment banking leadership |
| Royal Bank of Canada | Executive Director | Jul 2014–Jul 2016 | Senior capital markets role |
| Goldman Sachs; Barclays Capital | Senior roles (prior) | Not specified | Global investment banking experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bidstack Group | Board Advisor | Current | Advisory role; no committee disclosure |
| Asana, Inc. | Chief Financial Officer | Sep 2024–present | Finance leadership; not a board director |
Board Governance
- Board structure and independence: INDI’s eight-member board includes six independent directors; Parekh is affirmatively determined independent under Nasdaq and SEC rules .
- Committees: Audit (Chair; members: Parekh, Aldrich, Biagianti, Owens); Compensation (members: Aldrich-Chair, Brink, Neumann, Parekh); Nominating/Governance (members: Biagianti, Brink, Owens) .
- Audit Committee effectiveness: Met eight times in 2024; oversees auditor selection, independence, risk assessment (including cybersecurity), internal controls, disclosure controls, and related-person transactions. Parekh is designated an “Audit Committee financial expert” .
- Board activity and attendance: Board met ten times in 2024; all incumbent directors attended at least 75% of board and committee meetings .
- Election outcome (engagement signal): Re-elected as Class I director at the Jun 4, 2025 annual meeting with 134,299,124 “For” votes and 4,237,842 “Withhold” .
- Say-on-pay support: 2024 say-on-pay received 96.5% approval; 2025 say-on-pay “For” votes totaled 131,160,932 versus 6,791,963 “Against” and 584,071 “Abstain” .
- Ownership/behavioral policies: Directors must meet ownership guidelines of 5× the base annual cash retainer ($375,000) by Mar 16, 2028 or within 5 years of appointment; mandatory holding of 50% of net shares until compliance; anti-hedging and anti-pledging rules apply .
- Board service limits: For directors with management roles, limit is two public company boards; otherwise four. Parekh, a sitting CFO, appears within limits .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual director cash retainer | $75,000 | Standard non-employee director retainer |
| Audit Committee Chair retainer | $15,000 | Additional cash retainer for chair role |
| 2024 Fees earned/paid in cash | $67,507 | Reflects participation in RSU-in-lieu program; directors voluntarily forwent quarterly cash retainer Sep 1, 2024–Mar 31, 2025 |
| 2024 Stock awards (annual RSU grant) | $175,003 | 23,681 RSUs granted Jun 13, 2024; vests by earlier of Jun 13, 2025 or 2025 annual meeting |
| 2024 Total director compensation | $242,510 | Sum of cash-equivalent and stock awards |
Additional detail:
- RSUs issued in-lieu of cash: 8,702 shares equivalent to $67,507 for Parekh under the voluntary independent director compensation program .
- Outstanding unvested director RSUs as of Dec 31, 2024: 23,681 for Parekh .
Performance Compensation
Directors do not receive performance-based pay; equity is primarily time-based RSUs aligned to shareholder value and retention.
| Grant Type | Grant Date | Shares | Grant Date Fair Value | Vesting |
|---|---|---|---|---|
| Annual RSU (Director) | Jun 13, 2024 | 23,681 | $175,003 | Vests by earlier of Jun 13, 2025 or 2025 annual meeting |
| RSUs in-lieu of cash (Director program) | 2024 (quarterly) | 8,702 | $67,507 | Fully vested at grant; replaces cash retainer/chair fees |
Other Directorships & Interlocks
| Company | Role | Public Company? | Potential Interlock/Conflict |
|---|---|---|---|
| indie Semiconductor, Inc. | Director; Audit Chair; Compensation Committee member | Yes | None disclosed beyond standard oversight |
| Asana, Inc. | CFO | Yes | Asana is enterprise software, not an INDI customer/supplier; low conflict risk |
| Bidstack Group | Board Advisor | Not disclosed | Advisory role; no related-party transactions disclosed |
- Related party transactions review is overseen by Audit Committee; no Parekh-specific related party transactions disclosed in the proxy .
Expertise & Qualifications
- Audit Committee financial expert; extensive finance and capital markets background (PwC-trained Chartered Accountant; investment banking at Goldman Sachs, Barclays, Jefferies, RBC) .
- Corporate development and M&A leadership at HPE; investor relations and ESG stewardship .
- Board skills matrix indicates strengths in corporate governance, finance/financial expertise, M&A/strategic growth, cybersecurity/IT, operations/supply chain, and technology industry experience .
Equity Ownership
| Holder | Beneficial Class A Shares | Class V Shares | Notes |
|---|---|---|---|
| Sonalee Parekh | 99,526 | — | Beneficial ownership as of Apr 4, 2025; includes awards vesting within 60 days per SEC rules |
| Unvested RSUs Outstanding (12/31/2024) | Count | Notes |
|---|---|---|
| Director RSUs (Parekh) | 23,681 | Unvested as of year-end |
Policies:
- Stock ownership guidelines for non-employee directors: 5× base cash retainer ($375,000); retain 50% of net shares from RSUs until compliant; compliance status for Parekh not disclosed .
- Anti-hedging and anti-pledging: Directors prohibited from hedging and pledging company stock; margin accounts not allowed .
Governance Assessment
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Strengths:
- Independent director; Audit Chair and financial expert with robust capital markets and M&A background—supports audit quality, risk oversight, and investor communication .
- Strong shareholder support: resoundingly re-elected in 2025; prior say-on-pay approval at 96.5% indicates alignment with investor expectations .
- Conservative director pay structure with equity emphasis; voluntary RSU-in-lieu program and temporary forgoing of cash retainers signal cash discipline and alignment .
-
Risks/Watch items:
- Dual responsibilities as a sitting CFO (Asana) and Audit Chair at INDI could pose time allocation pressures; board service limits mitigate risk (management-role cap at two boards) .
- Ownership guideline compliance status not explicitly disclosed; monitor progress toward $375,000 threshold by March 2028 deadline .
-
Controls and mitigants:
- Audit Committee pre-approves all audit/non-audit services; oversees related-person transactions; robust insider trading, anti-hedging/pledging, clawback policies .
RED FLAGS: None disclosed specific to Parekh (no related-party transactions, pledging, or hedging reported). Monitor for potential overboarding should additional board roles be added given CFO status .