Michael Long
About Michael Long
Michael Long, 66, is an independent, Class III director of Mobix Labs (MOBX) appointed on January 22, 2024, with a term expiring at the 2027 annual meeting of stockholders . He is the former chairman, president, and chief executive officer of Arrow Electronics (May 2009–May 2022), after previously serving as Arrow’s president and COO and holding multiple leadership roles since 1991; he holds a BBA from the University of Wisconsin and attended the Milwaukee School of Engineering, and is active in the Young Presidents’ Organization .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Arrow Electronics, Inc. | Chairman, President and CEO | May 2009 – May 2022 | Led global components and enterprise computing businesses; progressed from prior senior roles at Arrow since 1991 . |
| Arrow Electronics, Inc. | President and Chief Operating Officer | Pre-2009 (prior to CEO appointment) | Oversaw all operations and business units before CEO role . |
| Arrow Electronics, Inc. | Various leadership roles (e.g., Global Components; North America and Asia/Pacific Components; Capstone Electronics; Gates/Arrow Distributing; Arrow North American Computer Products) | 1991–2009 | Multiple P&L and operational leadership positions across distribution segments . |
External Roles
| Organization | Type | Role | Tenure |
|---|---|---|---|
| AmerisourceBergen (now Cencora) | Public company | Director | May 2006 – March 2023 . |
| UC Health | Nonprofit | Director | Current . |
| National Western Stock Show | Nonprofit | Director | Current . |
Board Governance
- Independence: The Board determined that Michael Long is independent under Nasdaq listing standards .
- Committee assignments: As of FY2024, Long was not listed as a member of the Audit, Compensation, or Nominating committees; those committees comprised other independent directors (Audit: Busch [chair, financial expert], Carpou, Goerner; Compensation: Goerner [chair], Aldrich, Carpou; Nominating: Aldrich [chair], Busch, Carpou) .
- Attendance: The Board met 4 times in 2024; each incumbent director attended at least 75% of Board and applicable committee meetings .
- Board structure: MOBX has a classified board; Long is a Class III director with a term expiring in 2027; current Board chair is James Peterson (CEO serves separately) .
Fixed Compensation
| Component | FY2024 Policy | Approved 1/22/2024 (thereafter) |
|---|---|---|
| Annual cash retainer (non-employee director) | $150,000 | $200,000 (payable quarterly; pro-rated for partial quarters) |
| Meeting fees | Not disclosed | Not disclosed |
| Committee membership/chair fees | Not disclosed | Not disclosed |
Performance Compensation
| Equity Component | Design/Scale | Vesting/Delivery | Notes |
|---|---|---|---|
| Annual RSU award (non-employee directors) | 20,000 RSUs annually; pro‑rated 20,000 RSUs upon initial appointment | RSUs approved; delivery timing determined by the Board | Policy approved Jan 22, 2024; delivery “not determined” as of proxy disclosure . |
| Special RSU grants for Nasdaq listing (approved 1/3/2025) | Peterson: 1,050,000; Goerner: 1,050,000; Aldrich: 50,000; Busch: 50,000; Carpou: 50,000 | Not specified beyond grant approval | Michael Long was not listed among recipients in this special grant cohort . |
| Performance metrics for director equity | Not disclosed | Not disclosed | No performance (TSR/EBITDA/ESG) metrics disclosed for director equity (time-based RSUs) . |
Other Directorships & Interlocks
| Company/Institution | Sector | Role/Committee | Interlock/Conflict Notes |
|---|---|---|---|
| AmerisourceBergen (now Cencora) | Healthcare distribution (public) | Director (former) | No MOBX-related interlock disclosed; service ended March 2023 . |
| UC Health | Healthcare (nonprofit) | Director | Nonprofit; no MOBX-related interlock disclosed . |
| National Western Stock Show | Nonprofit | Director | Nonprofit; no MOBX-related interlock disclosed . |
Expertise & Qualifications
- Former chairman, president, and CEO of Arrow Electronics with decades of global distribution, components, and enterprise computing operating leadership (1991–2022) .
- Education: BBA, University of Wisconsin; attended Milwaukee School of Engineering; active in YPO .
Equity Ownership
| Record Date | Shares Beneficially Owned (Class A) | % of Class A Outstanding | % of Total Voting Power |
|---|---|---|---|
| January 10, 2025 | 738,605 | 2.1% | 1.3% |
| May 6, 2025 | 738,605 | 1.4% | 1.0% |
- Breakdown (vested/unvested/derivatives): Not disclosed for Long; ownership reflects registered Class A shares; no Class B holdings disclosed for Long .
- Pledging/hedging: No pledging or hedging by Long disclosed; company maintains insider trading policy; one delinquent Form 3 filing noted for Long in 2024 .
Insider Transactions (Director-Related)
| Date | Transaction | Security | Quantity | Price/Terms | Notes |
|---|---|---|---|---|---|
| Dec 19, 2023 | Subscription agreement | Class A Common Stock | 300,000 | $10.00 per share | Private placement concurrent with closing; company registered shares for resale per agreement . |
| Dec 19, 2023 | Warrant exercise (net share settlement) | Class A Common Stock | 99,900 | $0.01 exercise price | Warrant for 100,000 shares issued in connection with subscription; exercised at closing; net settled into 99,900 shares . |
| Nov 4, 2024 | Make‑Whole Shares issued | Class A Common Stock | 738,605 | Per make‑whole formula (floor VWAP $7.00) | Make‑Whole Shares delivered under subscription’s price‑protection mechanism . |
Compliance note: The company reported that Michael Long filed a delinquent Form 3 under Section 16(a) for one transaction in 2024 .
Board Committee Participation (as of FY2024)
| Committee | Chair | Members | Long Member? |
|---|---|---|---|
| Audit | Kurt Busch | Busch, Carpou, Goerner | No |
| Compensation | Frederick Goerner | Goerner, Aldrich, Carpou | No |
| Nominating | David Aldrich | Aldrich, Busch, Carpou | No |
Governance Assessment
- Strengths: Independent director with extensive operating and distribution experience; Board confirms independence; at least 75% meeting attendance; significant direct equity exposure via personal subscription and warrant exercise, suggesting alignment with shareholders .
- Compensation/Alignment: Long is eligible for the standardized non‑employee director package (cash retainer and annual RSUs), and he was not included among outsized special RSU awards granted to select directors for the Nasdaq listing (which reduced potential pay‑for‑performance concerns for him specifically) .
- Potential conflicts/overhang: Related‑party subscription and Make‑Whole Share issuance to a sitting director, with registered resale rights, could present perceived governance optics and potential stock supply overhang; however, these transactions were disclosed in the proxy’s related‑party section .
- Red flags: One delinquent Section 16 filing for Long (Form 3) in 2024 (a minor compliance lapse); no pledging or loans to/from the company disclosed for Long .
Overall, Michael Long brings seasoned public company operating expertise and independent oversight, albeit without current committee assignments; his direct equity investment increases economic alignment, while the price‑protected subscription and resale registration warrant monitoring from a governance optics and dilution standpoint .