David Somo

About David Somo

David Somo (age 59) is President and Chief Executive Officer of Ideal Power Inc. and a member of its Board, effective November 3, 2025; he will not serve on any Board committees and receives no additional compensation for Board service . He holds a B.S. in Electrical Engineering from Arizona State University and has 30+ years of semiconductor leadership experience, including SVP Corporate Strategy & Marketing at onsemi and most recently CEO of Preciseley Microtechnology . Pre-appointment company context: IPWR remains pre-scale with minimal revenue and negative earnings, highlighting execution upside and risk as B-TRAN commercializes.

Company performance context (pre-appointment)

Notes: Values retrieved from S&P Global where cited via GetFinancials; other values are from IPWR’s 2025 DEF 14A Pay vs. Performance table as cited.

Past Roles

External Roles

No public company directorships disclosed beyond IPWR Board appointment .

Board Service (IPWR)

• Role: Director since Nov 3, 2025; not serving on Board committees .
• Independence: As CEO, not independent; Board has majority independent directors and an independent Chairman (Michael C. Turmelle) .
• Governance structure: No Lead Independent Director; independent Chair plus committee system and executive sessions provide oversight .
• Dual-role implications: CEO + Director (not Chair) mitigates concentration of power; board maintains independence and committee oversight .

Fixed Compensation

Performance Compensation

Inducement awards granted under Nasdaq Rule 5635(c)(4) as a material inducement to employment .

Equity Ownership & Alignment

• Inducement equity sizing: Up to 5% of Fully Diluted Common Stock if both RSU (2.5%) and PRSU (2.5%) tranches fully vest; PRSU vesting subject to performance milestones .
• Vesting and selling pressure: Time-based RSUs begin vesting Nov 3, 2026 in equal annual tranches over 3 years, creating periodic potential supply; PRSU vesting introduces performance-contingent supply .
• Continued vesting post-termination: RSU and PRSU vesting continues during a 12-month severance period (if severance is triggered), increasing retention but potentially misaligning post-termination equity flow .
• Hedging/pledging: IPWR prohibits hedging and pledging/margin of company stock for all employees, officers and directors (positive alignment signal) .
• Ownership guidelines: Not disclosed in 2025 proxy.

Employment Terms

Compensation Structure Analysis

• Heavy equity orientation at sign-on: Inducement RSUs (time-based) plus PRSUs (milestone-based) totaling up to 5% fully diluted increases at-risk pay tied to tenure and performance while creating multi-year vesting supply; details of PRSU milestones not disclosed .
• Retention features: Continued vesting during severance is a strong retention lever but can misalign post-termination incentives; CIC termination triggers full acceleration (shareholder-sensitive point) .
• Annual bonus architecture: 100% of salary target with annually set goals allows alignment with commercialization milestones; however, lack of disclosed weighting and thresholds reduces transparency .
• Governance backdrop: Say-on-pay support was strong in 2024 (≈93% approval), indicating shareholder tolerance for current pay design at the time, pre-Somo .

Compensation Committee, Benchmarking, and Say‑on‑Pay

• Committee independence and remit: Compensation Committee operates under a charter; members are independent under Nasdaq and SEC rules .
• Benchmarking: In 2022, an external consultant found CEO base salary at the 25th percentile of the peer group and CFO below 25th; influenced 2023–2024 pay decisions .
• Say‑on‑pay: 2024 say‑on‑pay received ~93% approval .

Risk Indicators & Red Flags

• Positive: Anti-hedging/anti-pledging policy across insiders ; independent Chair and majority independent Board ; no related party transactions since Jan 1, 2024 .
• Watch items: Continued vesting during severance and CIC termination acceleration elevate dilution and potential misalignment risk if underperformance coincides with severance .
• Disclosure gaps: PRSU performance metrics and weightings not disclosed; no explicit executive stock ownership guidelines in proxy .

Performance & Track Record

• Pre-appointment financial trend: Revenues have been minimal while net losses widened as the company invested in B-TRAN commercialization (see “Company performance context”). EBITDA remained negative as scale is not yet achieved (context only).
• Industry leadership experience: Somo’s background emphasizes strategy, M&A, and go-to-market in semiconductors; press release highlights revenue growth track record in prior roles (qualitative) .

Additional context (EBITDA)

• Values retrieved from S&P Global. An asterisk denotes no document citation was provided by the tool.

Director Compensation (context for dual role)

• Non-employee directors: $60,000 cash retainer ($70,000 for Chair) and annual RSUs ($60,000; $120,000 for Chair) vesting quarterly; 2024 totals ranged $120,000–$190,000 .
• CEO Board service: Management directors are not paid additional director fees (applied to prior CEO and reaffirmed in Somo’s employment terms) .

Equity Ownership of Insiders (context)

• As of April 15, 2025 (pre-Somo), officers and directors as a group held ~5.36% of shares; two 5% holders (AWM and AIGH) were at 9.99% each subject to warrant beneficial ownership limits .
• Somo’s initial equity is defined as percentages of fully diluted common stock (2.5% RSUs + 2.5% PRSUs), not raw share counts; Form 4 filings will further detail grant quantities upon filing .

Employment & Contracts: Severance/CIC Economics Summary

Investment Implications

• Alignment: A meaningful, multi-year equity package (up to 5% fully diluted on full vesting) aligns Somo with long-term equity value creation; anti-hedging/anti-pledging strengthens alignment .
• Retention vs. shareholder protection: Continued vesting during severance and CIC termination acceleration are strong retention tools but increase potential dilution and reduce downside protection for shareholders if performance lags .
• Execution leverage: Somo’s commercialization and strategy pedigree fits IPWR’s inflection toward B-TRAN revenue; bonus design allows targeted focus, but lack of disclosed PRSU milestones/weightings limits transparency for pay‑for‑performance assessment .
• Trading signals: RSU tranches vest annually starting Nov 3, 2026 with additional PRSU contingent vesting; monitor 10b5‑1 plans and Form 4 activity for potential selling pressure around vest dates and milestone unlocks, as well as say‑on‑pay outcomes as the new plan seasons .