Siraj Nour El-Ahmadi
About Siraj Nour El-Ahmadi
Independent director of Lightwave Logic since 2013; age 60; currently serves in a non-employee capacity as Acting Vice President of Engineering (appointed December 11, 2024), which changed his director independence status from independent to non-independent as of December 10, 2024 . He holds BS and MS degrees in Electrical Engineering from the University of Oklahoma, is a member of Eta Kappa Nu, and is inventor on 30+ optical communications patents with extensive product and P&L leadership in telecom optics .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Plume | Chief Commercial Officer; GM of Data Products; Corporate development/M&A lead | 2021–present | Leads strategy and partnerships globally |
| IPG Photonics (NASDAQ: IPGP) | GM & President, Optical Transceiver Division | 2016–2021 | Divisional leadership post-Menara acquisition |
| Menara Networks | Co-Founder, President & CEO | 2004–2016 | Built innovative WDM transceiver business; sold to IPG Photonics |
| Nortel | VP Marketing & Product Management (OPTera LH 4000 ULR product) | pre‑2004 | Product booked >$2B in first two years |
| Qtera Corporation | Product Architect & VP Product Management | pre‑2000 | Nortel acquired Qtera for $3.25B in 2000 |
| Bell Northern Research | Senior Manager | prior | R&D leadership |
| WilTel (WorldCom) | Transmission Engineer | prior | Deployed first bidirectional EDFA & WDM transmission |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| UT Dallas Engineering College | Industrial Advisory Board member | ongoing | Academic-industry advisory |
| Multiple technology startups | Technical advisory board member | ongoing | Startup technical guidance |
| Industry forums | Author and frequent speaker | ongoing | Publications and speaking in optical networking |
Board Governance
- Board class/term: Class I director; term expires 2027 .
- Independence: Independent until December 10, 2024; non-independent thereafter due to Acting VP Engineering consulting engagement .
- Committee service history: Prior to Dec 10, 2024, served on Compensation Committee (chair) and on Nominating & Corporate Governance Committee; post-change, current committees are comprised solely of independent directors and do not include him .
- Board leadership and risk oversight: Company separates CEO and independent Board Chair (Ronald A. Bucchi); Audit Committee oversees financial reporting, enterprise risk including IT/cybersecurity, and related-party transaction reviews .
Fixed Compensation (Director)
| Component | Amount (USD) | Period | Notes |
|---|---|---|---|
| Fees Earned or Paid in Cash | 169,500 | FY 2024 | Includes director program cash fees and $11,000/month Ops Committee cash for part of year |
| Director Program Cash Schedule (reference) | — | Adopted June 18, 2024 | Chairs: Audit $45,000; Compensation $37,500; Nominating $37,500; Other directors $30,000; paid quarterly |
Performance Compensation (Director & Consulting)
| Grant Type | Grant Date | Quantity | Fair Value/Strike | Vesting | Notes |
|---|---|---|---|---|---|
| Restricted Stock (Director program) | 2024-06-18 | 17,241 shares | Grant-date FV $3.33/share | 2,881 shares on 6/18/24; remainder in 10 equal quarterly installments starting 7/1/24 | Standard annual director equity |
| Stock Options (Director program) | 2024-06-18 | 90,000 options | $5.00 strike | 45,000 on 6/18/24; remainder in 6 equal monthly installments starting 7/1/24 | Annual director option grant |
| Consulting – Restricted Stock | 2024-12-10 | 25,000 shares | $0 (RS award) | Vests after 3 months from grant | Part of Acting VP Engineering consulting comp |
| Consulting – Stock Options | 2024-12-10 | 75,000 options | $2.65 strike | Vests after 3 months from grant | Part of Acting VP Engineering consulting comp |
| RSU Award (director program continuation) | 2025-06-30 | 80,645 RSUs | — | Company-reported award on Form 4 | Ongoing director equity accrual |
- Change-of-control: All options and restricted stock awards for directors become fully vested immediately prior to a change of control (single-trigger acceleration) .
- Clawback policy: Nasdaq-compliant compensation recovery policy applies to incentive compensation .
Other Directorships & Interlocks
- No current public company directorships disclosed; external industry and academic advisory roles noted above .
- Related-party consulting arrangement disclosed and overseen per Audit Committee charter, with specified compensation and auto-renew terms (month-to-month after 6 months; 30-day termination after 3 months) .
Expertise & Qualifications
- 30+ patents; led products with >$2B bookings; founded and scaled Menara Networks; senior roles at Nortel/Qtera/IPG Photonics; deep expertise in optical communication systems, WDM, and silicon photonics ecosystem integration .
Equity Ownership
| Holder | Beneficial Shares | % of Shares Outstanding | Options/Warrants Included (exercisable within 60 days) |
|---|---|---|---|
| Siraj Nour El-Ahmadi | 758,311 | <1% | 670,000 |
- Shares outstanding on record date: 124,604,522 .
- No disclosure of any pledging or hedging by this director in the proxy sections reviewed .
Insider Trades (Form 4 summary)
| Transaction Date | Filing Date | Type | Security | Quantity | Price | Post-Transaction Ownership | Source |
|---|---|---|---|---|---|---|---|
| 2024-06-18 | 2024-06-21 | A – Award | Employee Stock Option | 90,000 | 5.00 | 645,000 options | |
| 2024-06-18 | 2024-06-21 | A – Award | Common Stock (RS) | 17,241 | 0 | 46,369 shares | |
| 2024-12-10 | 2024-12-12 | A – Award | Employee Stock Option | 75,000 | 2.65 | 720,000 options | |
| 2024-12-10 | 2024-12-12 | A – Award | Common Stock (RS) | 25,000 | 0 | 71,369 shares | |
| 2025-02-28 | 2025-03-03 | M – Exempt (option exercise) | Common Stock | 50,000 | 0.80 | 121,369 shares | |
| 2025-02-28 | 2025-03-03 | F – In-kind tax withholding | Common Stock | 33,058 | 1.21 | 88,311 shares | |
| 2025-06-30 | 2025-07-16 | M – Exempt (RSU conversion) | Common Stock | 20,162 | 0 | 108,473 shares | |
| 2025-06-30 | 2025-07-16 | M – Exempt (RSU) | RSU | 20,162 | 0 | 60,483 RSUs | |
| 2025-09-30 | 2025-10-02 | M – Exempt (RSU conversion) | Common Stock | 20,161 | 0 | 128,634 shares | |
| 2025-09-30 | 2025-10-02 | M – Exempt (RSU) | RSU | 20,161 | 0 | 40,322 RSUs |
Governance Assessment
- Strengths: Deep domain expertise aligns with LWLG’s silicon photonics and EO polymers strategy; long tenure provides institutional knowledge; significant technical and commercialization track record .
- Independence and conflicts: His paid consulting role as Acting VP Engineering (non-employee) renders him non-independent and constitutes a related-party transaction; it is formally disclosed with specific terms and overseen under Audit Committee policies—important for mitigating conflict risk .
- Compensation signals: Director cash and equity mix is sizable (FY24 total $459,135) and includes options—time-based vesting without disclosed performance metrics; equity acceleration on change-of-control is a shareholder-unfriendly feature to monitor, though common in micro-cap governance .
- Shareholder votes: 2025 AGM elected Class II nominees and approved the 2025 Equity Incentive Plan; auditor ratification passed—no advisory say‑on‑pay item disclosed in 2025 8‑K results .
References
- 2025 DEF 14A (March 28, 2025)
- 10‑K/A Consulting Agreement & RS/Option grant terms
- S‑8 signatures (June 20, 2025)
- 10‑Q (Q3 2025) MD&A for technology context
- 8‑K Item 5.07 AGM results (May 19, 2025)
- Insider Form 4 records (SEC URLs as above)