Sunita Parasuraman
About Sunita Parasuraman
Independent non-executive director at IREN since July 2023; age 52. Senior technology and finance executive with leadership roles at Meta (Head of Investments, New Product Experimentation; Global Head of Treasury; Head of Treasury for Facebook’s blockchain initiative, Libra), plus prior experience at VMware, Genentech, and Apple. Education: B.E. Engineering (IIT Bombay), M.S. Engineering (University of Pennsylvania), MBA (UC Berkeley Haas). Designated by the Board as an audit committee financial expert. She is independent under Nasdaq rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Meta (Facebook) | Head of Investments, New Product Experimentation; Global Head of Treasury; Head of Treasury for Libra | Not disclosed | Built/scaled treasury and investment capabilities; blockchain/Libra treasury leadership |
| VMware | Senior technology executive | Not disclosed | Team-building/scaling experience |
| Genentech | Senior technology executive | Not disclosed | Team-building/scaling experience |
| Apple | Senior technology executive | Not disclosed | Team-building/scaling experience |
External Roles
| Organization | Role | Committees | Notes |
|---|---|---|---|
| The Baldwin Group (Nasdaq: BWIN) | Director | Audit; Technology & Cyber Risk | Current public-company directorship |
| IIT Bombay Heritage Foundation | Director/Trustee | Chair, Nomination & Governance; Member, Finance | Non-profit board leadership |
Board Governance
- Independence: Determined independent under Nasdaq rules.
- Committees: Audit & Risk Committee Chair; member, Compensation Committee. Audit & Risk Committee met 6 times in FY2025; Board met 7 times. Each incumbent director attended ≥75% of Board and committee meetings.
- Financial expertise: Designated an “audit committee financial expert” by the Board.
- Leadership structure: Independent Board Chair; separate Co-CEOs.
- Elections/terms: Proposed constitutional amendment would classify non-founder directors; Sunita initially Class III, term ending at the 2028 AGM if adopted.
- Related-party transactions: None over $120,000 since July 1, 2024.
- Policies: Insider Trading Policy prohibits hedging; pledging requires Board pre-approval. Clawback policy adopted per SEC/Nasdaq; 2025 restatement review resulted in no recoveries.
Fixed Compensation (Director)
| Component | FY2025 Amount | Notes |
|---|---|---|
| Annual cash retainer | $60,000 | Standard non-employee director cash retainer |
| Audit & Risk Committee Chair retainer | $20,000 | Chair fee |
| Total cash fees | $80,000 | Sum of above |
| DRSUs (director RSUs) – grant-date fair value | $135,006 | Annual equity grant value (non-Chair) |
| Total FY2025 director compensation | $215,006 | Cash + equity (grant-date value) |
| DRSU vesting | Vested on Sept 1, 2025 | DRSUs for non-employee directors vested 9/1/2025 |
Performance Compensation (Director)
- No performance-based compensation disclosed for non-employee directors; equity is time-based DRSUs, and no options reported for Parasuraman.
Other Directorships & Interlocks
| Company | Ticker | Role | Potential Interlock/Conflict |
|---|---|---|---|
| The Baldwin Group | BWIN | Director (Audit; Tech & Cyber Risk) | No disclosed customer/supplier relationship with IREN |
Expertise & Qualifications
- Finance and Treasury: Global Head of Treasury at Meta; audit committee financial expert designation at IREN.
- Technology/Blockchain: Leadership of Facebook’s Libra treasury; senior roles across major tech/biotech firms.
- Governance & Risk: Audit chair at IREN; audit and cyber-risk committee work at a public insurer; governance chair at IITBHF.
- Education: IIT Bombay (Engineering), Univ. of Pennsylvania (Engineering), UC Berkeley Haas (MBA).
Equity Ownership
| Item | Amount |
|---|---|
| Total beneficial ownership | 30,866 ordinary shares (<1%) |
| Ownership breakdown | 18,905 shares held directly; 11,858 RSUs expected to vest (as of Aug 31, 2025) |
| Options | None disclosed for Parasuraman |
| Pledging/Hedging | No pledging disclosed; hedging prohibited, pledging requires Board approval |
Insider Trades
| Date (Filing) | Form | Summary |
|---|---|---|
| July 3, 2025 | Form 3 | Initial statement of beneficial ownership filed as director at IREN |
| July 3, 2025 | Form 4 | Reported stock award (grant) related to director equity |
Governance Assessment
-
Positives
- Independent director; Audit & Risk Committee Chair; designated audit committee financial expert—strong oversight of financial reporting, risk, and controls.
- Relevant skill-set for IREN’s complex, capital-intensive, crypto/AI data center model (treasury, investments, technology).
- Attendance at/above governance threshold; no related-party transactions; robust insider trading, anti-hedging/pledging, and clawback policies in place.
- Director pay mix is equity-heavy (time-based DRSUs), aligning with shareholder interests; no options for Parasuraman.
-
Watch items / potential red flags
- Compensation Committee decisions in FY2025 included converting portions of Co-CEO PRSUs to time-based vesting and approving substantial outperformance/retention TRSUs—could raise investor scrutiny on pay rigor and alignment; Parasuraman sits on the Compensation Committee and signed the CD&A report.
- Proposed move to a classified board (with sunset) could be viewed as entrenching, though it introduces shareholder elections for non-founder directors (Parasuraman slated as Class III initially). Monitor investor reception at the 2026 AGM.
- IREN’s high PEO pay and 993:1 pay ratio may attract governance focus, increasing the importance of transparent pay-for-performance rationale by the Compensation Committee.
-
Net view: Parasuraman brings high-caliber finance/technology credentials and strengthens audit oversight as chair and financial expert. The primary governance sensitivity relates to the committee’s FY2025 executive award modifications and sizeable retention/outperformance grants, which investors may question on alignment grounds; robust disclosure and rationale will be key to sustaining confidence.