Jon Olson
KULICKE & SOFFA INDUSTRIESAbout Jon Olson
Jon A. Olson (age 71) has served as an independent director of Kulicke & Soffa since March 5, 2021, with his current term expiring in 2026 . He is a former CFO of Xilinx, Inc. (2005–2016), previously spent 25+ years at Intel as Director of Finance, and holds a BS in Accounting (Indiana University) and an MBA (Santa Clara University); he completed an Audit Committee Forum update organized by Deloitte in December 2024, underscoring ongoing governance education . The Board has determined Olson is independent under Nasdaq and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Xilinx, Inc. | Chief Financial Officer; responsibilities covered finance, IT, purchasing, and facilities | 2005–2016 | CFO leadership of finance and corporate functions |
| Intel Corporation | Director of Finance across business units, factories, and administrative support | Over 25 years (dates not specified) | Led finance function company‑wide |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Advanced Micro Devices, Inc. (AMD) | Director | Not disclosed | Board member |
| Rocket Lab USA, Inc. (RKLB) | Director; Audit Committee Chair | Not disclosed | Leads audit oversight |
| Mellanox Technologies | Director; Audit Committee Chair (prior) | Prior | Audit oversight |
| InvenSense, Inc. | Director; Audit Committee Chair (prior) | Prior | Audit oversight |
| Home Union, Inc. | Director (prior) | Prior | Board member |
| Xilinx, Inc. | Director (prior) | Prior | Board member |
Board Governance
- Committee assignments (FY2024): Audit Committee Chair; Nominating & Governance Committee member .
- Independence: Olson is “independent” under Nasdaq/SEC standards .
- Board meetings and executive sessions: Board met 6 times; executive sessions held 9 times in FY2024 .
- Committee activity: Audit Committee met 9 times (Olson chaired); Nominating & Governance Committee met 5 times .
- Annual meeting: All then‑current directors attended the 2024 annual meeting .
- Audit committee financial expertise: Olson qualifies as an “audit committee financial expert” under SEC rules .
Fixed Compensation
| Component | Amount ($) | Structure / Notes |
|---|---|---|
| Board cash retainer | $65,000 | Annual director retainer |
| Audit Committee Chair cash retainer | $25,000 | Annual chair fee |
| Nominating & Governance Committee member retainer | $5,000 | Annual member fee |
| Cash fees earned (2024) – Olson | $95,000 | Sum of above cash retainers |
| Annual director equity grant (standard) | $180,000 | Paid in four equal quarterly installments |
| Stock awards recognized (2024) – Olson | $179,902 | Grant date fair value recognized in FY2024 |
| Total director compensation (2024) – Olson | $274,902 | Cash + stock awards |
| Non‑employee director annual limit | $500,000 | Plan cap combining cash fees + equity awards value |
Performance Compensation
- Non‑employee director pay has no performance‑based metrics or bonus formulas; equity grants are retainer‑based and issued quarterly, with no outstanding director equity awards reported at FY‑end for Olson .
- Company policy prohibits hedging or pledging of Company equity by directors, aligning incentives with long‑term shareholders .
Other Directorships & Interlocks
| Topic | Detail |
|---|---|
| Compensation Committee interlocks | None; no interlocking relationships disclosed for FY2024 |
| Related party transactions | None in FY2024 under Rule 404(a); Audit Committee maintains a policy generally prohibiting related party transactions |
Expertise & Qualifications
- Former public company CFO with 41 years of senior finance roles in major technology firms; brings deep US GAAP, finance, and audit oversight expertise .
- Recognized “audit committee financial expert”; active continuing education (Deloitte Audit Committee Forum, Dec 2024) enhances governance effectiveness .
- Education: BS in Accounting (Indiana University); MBA (Santa Clara University) .
Equity Ownership
| Item | Amount / Status |
|---|---|
| Beneficial ownership (shares) – Olson | 15,163 shares |
| Percent of class | Less than 1% |
| Outstanding director equity awards at FY‑end | None reported for all directors, including Olson |
| Director stock ownership guideline | At least $195,000 market value (3x annual cash board retainer); all current non‑employee directors met guideline |
| Hedging / pledging | Prohibited for directors and executives |
Governance Assessment
- Strengths: Independent Audit Chair with SEC‑recognized financial expertise; robust committee cadence (Audit met 9x) suggests active oversight; continuing audit education signals engagement and currency on evolving risks .
- Alignment: Director compensation balanced toward equity (quarterly grants) and subject to share ownership guidelines; anti‑hedging/pledging policy reinforces long‑term alignment; no related‑party transactions disclosed for FY2024 .
- Signals: Company’s say‑on‑pay approvals were high (98.2% in 2024), indicating broad shareholder support for governance and pay practices, which indirectly supports board oversight credibility .
- Potential watch items: Multiple external board roles (AMD director; Rocket Lab Audit Chair) increase time demands, though independence and committee performance at K&S remain strong with no attendance concerns disclosed; no specific red flags identified in related party, hedging/pledging, or committee interlocks .
RED FLAGS: None disclosed in FY2024 regarding related party transactions, hedging/pledging, option repricing, or compensation committee interlocks .