Kurt Hoff
About Kurt Hoff
Kurt Hoff is Chief Revenue Officer at Lantronix (LTRX), promoted on April 1, 2025 after joining as VP of Worldwide Sales on March 4, 2024; his age is 67 . FY2025 performance metrics used in incentive plans reflected significant pressure: year-over-year Revenue CAGR was -23% and Non-GAAP EPS CAGR was -65%, leading to zero vesting on FY2025 financial PSUs . Over FY2025, TSR on a fixed $100 investment fell to $53.35 and Net Income was -$11.373 million, underscoring the challenge backdrop for pay-for-performance outcomes . No education credentials were disclosed in company filings for Mr. Hoff; skip if not disclosed.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Silicon Laboratories Inc. | SVP, Worldwide Sales | 2007–2015 | Led global sales at a diversified semiconductor firm . |
| Conexant Systems, Inc. | SVP, Worldwide Sales | 2015–2017 | Drove sales until acquisition by Synaptics (July 2017) . |
| Synaptics Inc. | SVP, Worldwide Sales | 2017–2020 | Managed global sales at human-interface semiconductor leader . |
| MYTHIC AI | VP, Global Sales | 2022 | Led sales at venture-backed AI processor company . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Not disclosed in Lantronix filings | — | — | No public-company directorships or external board roles disclosed for Mr. Hoff . |
Fixed Compensation
| Metric | FY2024 | FY2025 |
|---|---|---|
| Base salary rate (annual) | $335,000 | $375,000 (effective Apr 1, 2025) |
| Target annual bonus (% of salary) | 50% | 50% |
| Sign-on cash bonus (one-time, installments) | $100,000; paid 1/3 at start, 1/3 at 90 days, 1/3 at 1 year | Continues per original schedule; $33,334 reported in FY2025 Summary Comp (installment vest) |
Notes:
- FY2025 Summary Compensation Table shows salary paid of $344,077 and sign-on bonus installment $33,334 (reflecting partial-year and installment timing) .
Performance Compensation
| Incentive | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual Bonus (FY2025) | Company Non-GAAP Net Income | 100% of bonus | $16,591,000 | ~33% of target achieved | 0% (below 75% threshold) | N/A |
| Financial PSUs (FY2025 grant, FY2025 tranche) | Y/Y Revenue CAGR and Y/Y Non-GAAP EPS CAGR (matrix) | 25% of total equity mix for non-CEO NEOs | Matrix thresholds; 50%/75%/100%/150%/200% based on growth bands | Revenue CAGR -23%; EPS CAGR -65% | 0% of FY2025 tranche | 3-year vest; each year independently measured |
| Relative TSR PSUs (FY2025 grant) | 3-year TSR vs Russell Microcap Index | 25% of total equity mix for non-CEO NEOs | 50th percentile = 50%; 75th percentile = 200% (linear between) | Measured over FY2025–FY2027; none vests in FY2025 | N/A (performance period ongoing) | Vests at end of 3-year period if earned |
| Time-based RSUs (FY2025 grant) | Continued service | 50% of total equity mix for non-CEO NEOs | — | — | — | One-third on Jul 1, 2025; remaining two-thirds quarterly starting Sep 1, 2025 through Jun 1, 2027 |
Additional program design:
- FY2025 annual bonus payout curve: 75% of target = 50% payout; 100% = 100%; 125% = 150%; 150% = 200%; capped at 200% .
- FY2026 awards adjusted to 50% RSUs, 25% Financial PSUs, 25% TSR PSUs for NEOs, with financial PSUs split 50% revenue growth / 50% non-GAAP EPS growth over the three-year period .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (as of Sep 8, 2025) | 32,585 shares; less than 1% of outstanding . |
| Outstanding unvested RSUs at FY2025 end | 36,405 (grant 3/5/2024), MV $104,482 ; 41,622 (grant 7/1/2024), MV $119,455 . |
| Outstanding unearned PSUs at FY2025 end | 6,937 Financial PSUs (future years), MV $19,909 ; 10,406 Relative TSR PSUs (FY2025 grant), MV $29,864 ; 21,602 inducement Relative TSR PSUs (FY2024 grant), MV $61,977 . |
| RSU vesting schedules | 3/5/2024 RSUs vest ratably over 7 quarters from Jul 1, 2025 → full by Mar 1, 2027 ; 7/1/2024 RSUs vest 1/3 on Jul 1, 2025, then quarterly through Jun 1, 2027 . |
| Ownership guidelines (executives) | No formal stock ownership guidelines for executive officers . |
| Hedging/pledging | Hedging and pledging prohibited under Insider Trading/Stock Trading Guidelines . |
| 10b5-1 trading plans | Company permits pre-approved Rule 10b5-1 plans with cooling-off periods and governance; trading subject to blackout/preclearance controls . |
Employment Terms
| Term | Provision |
|---|---|
| Start date & roles | Joined Mar 4, 2024 as VP, Worldwide Sales; promoted to Chief Revenue Officer effective Apr 1, 2025 . |
| Base salary rate | $335,000 at hire; $375,000 effective Apr 1, 2025 . |
| Target bonus | 50% of base salary . |
| Sign-on bonus | $100,000, paid in three equal installments (start, 90 days, 1-year) . |
| Severance (non-CIC) | If terminated without Cause or resigns for Good Reason within first two years: lump sum equal to 6 months’ base salary plus 50% of bonuses earned in prior 12 months; subject to release . |
| Change-in-control (CIC) | If terminated without Cause or for Good Reason within 60 days prior to or 12 months following a CIC: full equity acceleration; cash severance equal to 12 months’ base salary plus 100% of target bonus; up to 12 months continuation of group health benefits; subject to release and 280G cutback if beneficial . |
| Clawback | Executive compensation recovery policy applies to incentive-based comp upon restatement; clawback applied per SEC/Nasdaq rules . |
| Anti-hedging/pledging & blackout/preclearance | Insider Trading Policy imposes blackout windows, preclearance, and prohibits hedging/pledging/margin accounts for officers . |
Multi-year Compensation (Summary Compensation Table – reported amounts)
| Metric | FY2024 | FY2025 |
|---|---|---|
| Salary ($) | 103,077 | 344,077 |
| Bonus ($) (sign-on installments) | 66,666 | 33,334 |
| Stock Awards ($) (grant-date fair value) | 477,685 | 340,884 |
| Non-Equity Incentive Plan Compensation ($) | 37,906 | — (no FY2025 annual bonus earned) |
| All Other Compensation ($) | 1,853 | 6,230 |
| Total ($) | 687,187 | 724,525 |
Performance award grant-date fair value detail (included above):
- FY2024 performance awards (probable outcome): $232,438; maximum outcome $464,875 .
- FY2025 performance awards (probable outcome): $190,629; maximum outcome $381,258 .
Compensation Structure Analysis
- Increased reliance on time-based RSUs in FY2025 (50% of equity for non-CEO NEOs) raises retention value while reducing pure performance sensitivity versus prior mixes; Financial PSUs and TSR PSUs each comprise 25% for non-CEO NEOs .
- Despite retention-heavy mix, FY2025 outcomes still reflected pay-for-performance: zero FY2025 annual bonus (company achieved ~33% of target Non-GAAP Net Income vs $16.591m target) and 0% vesting on FY2025 Financial PSU tranche due to negative Revenue/EPS growth .
- Program governance includes anti-hedging/pledging, clawback, and double-trigger CIC protections (no single-trigger), with no tax gross-ups, aligning with shareholder-friendly practices .
Say-on-Pay & Peer Group
- Say-on-pay approval: 86.9% support at the 2024 Annual Meeting; FY2025 program remained substantially similar to FY2024 design .
- Compensation peer group (May 2024; used for FY2025): includes Digi International, Clearfield, Luna Innovations, Identiv, PowerFleet, Ooma, Airgain, among others (approx. 20 peers) .
Investment Implications
- Pay-for-performance signal: Zero FY2025 bonus and 0% FY2025 Financial PSU vesting indicate management incentives are tightly linked to operating recovery (Revenue/EPS), which could support margin and growth-focused actions; however, near-term equity realization skews to RSU retention given FY2025 metrics miss .
- Insider supply dynamics: Quarterly RSU vesting through mid-2027 (total unvested RSUs 78,027 with FY2025-end MV ~$223,937) may create low-to-moderate, programmatic selling pressure, typically via sell-to-cover, subject to blackout/preclearance and 10b5-1 governance .
- Alignment and retention: Beneficial ownership is small (<1%); absence of executive ownership guidelines reduces formal “skin-in-the-game” requirements, but anti-pledging/hedging policies and double-trigger CIC terms limit misalignment and provide retention in corporate events .
- Execution risk: FY2025 TSR and Net Income declines (TSR to $53.35; NI -$11.373m) and incentive resets for FY2026 (adding balanced PSUs/RSUs) frame a turnaround narrative; monitoring FY2026–FY2028 PSU metrics (Revenue/EPS and relative TSR vs Russell Microcap) can provide forward trading signals .
Note: All figures, dates, and terms are drawn from Lantronix’s FY2025 DEF 14A, 10-K/Exhibits, and 8-Ks.