Boaz Ouriel
About Boaz Ouriel
Boaz Ouriel (age 51) is Executive Vice President, EPG Software at Mobileye, serving as an executive officer since 2023; he joined Mobileye as an employee in April 2022 after being seconded from Intel since 2017 . He holds a BSc in applied mathematics and computer science (Technion, with honors) and an executive MBA (Recanati), is an OpenCL veteran, former editor of the SPIR‑V 1.0 specification, and a recipient of multiple patents/awards in his field . Company performance context during his tenure: 2024 revenue was $1.7B vs. $2.1B in 2023 (down ~20%), and 2024 net loss was $3,090M primarily due to a $2,695M non‑cash goodwill impairment; cumulative TSR since the Oct 26, 2022 listing through Dec 28, 2024 was −30.86% .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Mobileye | EVP, EPG Software (executive officer) | 2023–present | Leads middleware and low‑level software, performance optimization, compilers and compute accelerators for EPG . |
| Mobileye | Senior Director, Software Development Manager (employee) | 2022–2023 | Transitioned from Intel secondment to Mobileye payroll; continued leadership of software and accelerators . |
| Intel (assigned to Mobileye post‑acquisition) | Senior roles (seconded to Mobileye) | 2017–2022 | Led development of middleware/low‑level software supporting Mobileye’s platform . |
External Roles
- No other public company directorships or external roles are mentioned in Mobileye’s 2025 10‑K executive officer biography for Mr. Ouriel .
Fixed Compensation
| Component | 2024 | Notes |
|---|---|---|
| Base salary (USD) | $276,493 | Paid in NIS; USD converted at $1/NIS 3.678 (12/28/2024) . |
| Perquisites/benefits (total in “All Other Compensation”) | $71,627 | Includes statutory Israeli benefits and car allowance (see below) . |
| Israeli plan contributions (company‑paid) | $38,894 | Pension/severance funds contributions . |
| Advanced Study Fund (company‑paid) | $15,800 | Israeli tax‑advantaged savings plan . |
| Car allowance | $11,909 | Per proxy footnote . |
| Lease of automobile | NIS 4,360/month (~$1,185) | Deducted from salary under Israeli custom; USD at 2024 exchange ratio . |
Comp structure: Mobileye emphasizes equity over cash; annual cash bonuses are not a significant element of NEO pay .
Performance Compensation
| Equity grant (RSUs) | Grant date | Units | Grant date fair value | Vesting |
|---|---|---|---|---|
| Mobileye RSUs | Jul 10, 2024 | 54,565 | $1,459,614 | 40% on Jul 10, 2025; 30% on Jul 10, 2026; 30% on Jul 10, 2027 . |
| Mobileye RSUs | Jul 10, 2023 | 24,815 | $— | 33% on Jul 10, 2024; 33% on Jul 10, 2025; 34% on Jul 10, 2026 . |
| Mobileye RSUs | Oct 26, 2022 | 28,473 | $— | 33% on Apr 26, 2023; 33% on Jun 26, 2024; 34% on Jun 26, 2025 . |
- No performance‑based equity (PSUs) was granted to NEOs in 2024; equity is time‑based RSUs .
- None of the NEOs (including Mr. Ouriel) currently hold Mobileye or Intel stock options .
Equity Ownership & Alignment
| Item | Amount | Detail/Implication |
|---|---|---|
| Beneficial ownership (Class A shares) as of Apr 15, 2025 | 67,493 | From security ownership table . |
| Class A shares outstanding (for % calc) | 100,496,663 | As of Apr 15, 2025 . |
| Ownership % of Class A | ~0.067% | 67,493 / 100,496,663; less than 1% as reported . |
| Unvested MBLY RSUs outstanding at 12/28/2024 | 107,853 | 28,473 (2022) + 24,815 (2023) + 54,565 (2024) . |
| Intel RSUs outstanding at 12/28/2024 | 1,664 | 235 + 1,429 units . |
| Hedging/pledging policy | Prohibited (with limited pledge exceptions) | Short sales, options/derivatives, hedging banned; pledging generally prohibited for officers/directors . |
Vesting and potential selling pressure (next 12–24 months):
- 2022 grant final tranche (34%) vests Jun 26, 2025 .
- 2023 grant second tranche (33%) vests Jul 10, 2025; final 34% vests Jul 10, 2026 .
- 2024 grant first tranche (40%) vests Jul 10, 2025; remaining 30%/30% in 2026/2027 .
Insider filings: Initial Form 3 filed Nov 5, 2024, detailing the RSU holdings and vesting explanations (33/33/34 and 40/30/30 schedules) .
Employment Terms
| Term | Detail |
|---|---|
| Employment agreement effective | Apr 1, 2022 (Mobileye Vision Technologies Ltd. employment agreement) . |
| Role/title in agreement | Software Development Manager – VP (initial hiring classification) . |
| Non‑compete/non‑solicit | 12 months post‑termination (NEOs other than CEO) . |
| Notice period | 30 days’ notice or pay in lieu under Israeli law . |
| Severance (Israeli law) | Accrued severance fund + “Supplement Israeli Severance Payment” in entitled cases . |
| Death/Disability | 100% acceleration of unvested RSUs; option exercise window if any; plus severance law benefits . |
| Change in control | Special economics apply only to CEO; no specific CoC multiple disclosed for other NEOs . |
Potential payments if terminated on 12/28/2024 (illustrative per proxy):
| Scenario | Amount (USD) |
|---|---|
| Termination without cause | $67,549 . |
| Resignation | $52,732 . |
| Death or Disablement | $2,261,624 (includes 100% equity acceleration) . |
| Deemed dismissal | $67,549 . |
Clawback: Dodd‑Frank compliant clawback adopted Sept 7, 2023; applies to NEOs; recovers incentive comp (cash/equity) granted, earned, or vested in prior 3 years if a restatement occurs due to material non‑compliance .
Compensation Committee & Benchmarking
- Compensation program emphasizes straightforward, equity‑heavy pay; annual cash bonuses are not a significant element .
- 2024 peer group (17 companies) spanned high‑growth software/semis (e.g., ANSS, NET, DDOG, SNOW, TTD, VEEV) with Mobileye at $1.654B revenue and ~$16.2B market cap as of 12/31/2024 for benchmarking context .
- Say‑on‑pay support was 99.8% (2023) and 99.3% (2024) .
Performance & Track Record
| Metric | Period | Value |
|---|---|---|
| Revenue | FY2024 | $1.7B (vs. $2.1B FY2023; −20% YoY) . |
| Net income (loss) | FY2024 | $(3,090)M; primarily impacted by $2,695M goodwill impairment (net of tax $2,613M) . |
| Cumulative TSR | Oct 26, 2022–Dec 28, 2024 | −30.86% (company), vs peer group cumulative +115.32% (weighted), per PvP table . |
Investment Implications
- Alignment vs outcomes: Ouriel’s 2024 total pay is predominantly equity (RSUs $1.46M vs. base $0.28M) with no cash bonus, aligning with shareholder outcomes but lacking explicit performance metrics (no PSUs or financial KPI‑based payouts in 2024) . Given TSR underperformance and 2024 impairment‑driven losses, the absence of performance‑conditioned equity moderates pay‑for‑performance tightness .
- Vesting‑driven supply: Three time‑based RSU grants create clustered vesting in mid‑2025 and 2026 (June 26 and July 10), which can add mechanical selling pressure if shares are withheld/sold for taxes or liquidity, though hedging/pledging are restricted by policy .
- Retention risk: Standard Israeli severance plus substantial unvested RSUs (107,853 MBLY units at 12/28/2024) provide retention hooks; death/disability accelerates 100% of RSUs while routine terminations (non‑CEO) do not accelerate, balancing retention and shareholder protection .
- Governance context: Mobileye is a controlled company (Intel ~98.6% voting power) and uses controlled‑company exemptions; the Compensation Committee includes a non‑independent chair, warranting ongoing monitoring of equity plan usage and dilution (Amended 2022 Plan share increase sought for ~3 years of grants; no repricing, no tax gross‑ups) .