Willem Meintjes
Marvell TechnologyAbout Willem Meintjes
Marvell’s Chief Financial Officer since January 2023, age 44, with prior roles as Chief Accounting Officer & Treasurer (2018–2023) and SVP Finance (2016–2018); previously Corporate Controller at Newport Corporation and Controller at International Rectifier; holds BCom and BCom (Honours) in Accounting from the University of Johannesburg . Company performance in FY2025: revenue $5.77B and record $1.68B operating cash flow, with data center revenue rising to 75% of total and strong AI-driven growth; three-year TSR earned for earlier awards was 34.7% vs S&P 500 32.85%, and FY2025 relative TSR vs S&P 500 measured at 44.1 . The CFO’s annual incentives pay strictly on corporate metrics (revenue, non-GAAP gross margin, non-GAAP operating margin) with no individual modifier; long-term equity is majority performance-based (relative TSR with EPS multiplier), reinforcing pay-for-performance alignment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Marvell Technology | Chief Financial Officer | Jan 2023–present | Leads finance; responsible for capital allocation, investor engagement, and financial reporting . |
| Marvell Technology | Chief Accounting Officer & Treasurer | Jun 2018–Jan 2023 | Led accounting and treasury; prepared for CFO succession . |
| Marvell Technology | SVP Finance | Jun 2016–Jun 2018 | Senior finance leadership supporting transformation and M&A integration . |
| Newport Corporation | Vice President & Corporate Controller | 2015–Jun 2016 | Corporate controllership for a precision technology company . |
| International Rectifier | Vice President & Controller | 2013–2015 | Division/controller responsibilities at a power semiconductor company . |
External Roles
No external public company directorships or board roles disclosed in the 2025 proxy for Meintjes .
Fixed Compensation
| Metric | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
| Base Salary ($) | $440,646 | $632,590 | $648,269 |
| Target Bonus (% of Salary) | — | — | 100% |
| Actual Annual Incentive Paid ($) | $380,210 | $619,520 | $852,800 |
Performance Compensation
Annual Incentive Plan (AIP) – FY2025 Corporate Metrics and Outcomes
| Half | Metric | Weight | Target | Actual | Payout Score |
|---|---|---|---|---|---|
| H1 FY2025 | Revenue (in 000’s) | 45% | $2,350 | $2,434 | 136% |
| H1 FY2025 | Non-GAAP Gross Margin (%) | 25% | 62.5% | 62.1% | 41% |
| H1 FY2025 | Non-GAAP Operating Income Margin (%) | 30% | 23.6% | 24.7% | 144% |
| H1 FY2025 | Combined Corporate Achievement | — | — | — | 115% |
| H2 FY2025 | Revenue (in 000’s) | 45% | $3,000 | $3,334 | 200% |
| H2 FY2025 | Non-GAAP Gross Margin (%) | 25% | 61.2% | 60.2% | 0% |
| H2 FY2025 | Non-GAAP Operating Income Margin (%) | 30% | 29.6% | 31.8% | 192% |
| H2 FY2025 | Combined Corporate Achievement | — | — | — | 148% |
| Full Year | Total Corporate Achievement | — | — | — | 131.2% |
AIP structure: CFO’s payout based 100% on corporate metrics, not individual goals; payout range 0–200% of target; payouts capped at target unless corporate goals ≥100% . FY2025 CFO payout: $852,800 on $650,000 target (131.2% corporate factor, no individual modifier) .
FY2025 Equity Awards (Granted April 15, 2024)
| Vehicle | Target Shares | Key Performance Measure | Vesting |
|---|---|---|---|
| Time-based RSUs | 30,662 | n/a | Equal quarterly over 3 years from grant |
| TSR RSUs | 45,993 | Relative TSR vs S&P 500 with EPS CAGR multiplier (100–150%); cap at 250% combined | Earned over 3-year period; vests April 15, 2027, subject to service |
Performance framework highlights: TSR payout 0–200% (0% if TSR >33% below S&P 500; capped at 100% when absolute TSR is negative), with EPS CAGR multiplier up to 150% (combined cap 250%) to strengthen linkage to multi-year earnings power .
Prior Performance PSU Settlement (FY2022 Grant earned in FY2025)
| Grant Date | Vest Date | Target Shares | Earned Shares | TSR vs S&P 500 |
|---|---|---|---|---|
| Apr 15, 2021 | Apr 15, 2024 | 7,893 | 8,367 | 34.67% vs 32.85% |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 116,592 shares; less than 1% of outstanding |
| Shares Vested in FY2025 | 43,576 shares vested; $3,566,278 value realized on vesting |
| Key Outstanding Awards (as of Feb 1, 2025) | Time-based RSUs: multiple tranches remain (e.g., 22,997 from Apr 15, 2024 grant); Performance RSUs unearned (e.g., 61,815 from FY2024 TSR program; 45,993 from FY2025 TSR program) |
| Ownership Guidelines | 3x base salary for executive officers; all executives met or are on track within required timeframe |
| Hedging/Pledging | Hedging and pledging of company stock prohibited; trading limited to windows or 10b5-1 plans with pre-clearance |
| Clawback | Amended policy compliant with Nasdaq Rule 5608 and SEC Rule 10D-1; covers incentive compensation tied to financial reporting measures (including TSR/stock price) for prior three fiscal years upon restatement |
Employment Terms
| Provision | Terms |
|---|---|
| Severance (non-CIC) | Company does not maintain individual severance agreements for NEOs other than CEO; CFO covered by general policies and CIC plan . |
| Change-in-Control (CIC) Plan | Tier 2 participant: 18 months base salary; 150% of annual target cash incentive; pro-rated target incentive for year of termination; 100% acceleration of unvested equity (performance awards subject to adjustment per plan); 18 months health coverage; double-trigger (requires CIC and qualifying termination within 24 months) . |
| Potential Payments (Illustrative at Jan 31, 2025) | Total $29,358,775 comprising cash severance $975,000; cash incentive $975,000; pro-rata cash incentive $650,000; equity acceleration intrinsic value $26,714,824; health/welfare $43,951 . |
Investment Implications
- Strong pay-for-performance tilt: FY2025 AIP weighted to revenue (45%), non-GAAP gross margin (25%), and non-GAAP operating margin (30); CFO payout strictly on corporate outcomes (no individual modifier), with total corporate achievement at 131.2% . This aligns incentives with profitable growth and operating leverage.
- Material unvested equity enhances retention but creates future supply: Multi-year RSU and TSR RSU tranches (e.g., FY2025 TSR RSUs vest in Apr 2027) imply meaningful unvested value; FY2025 vested shares totaled 43,576, but trading is controlled via windows/10b5-1 and anti-hedging/anti-pledging policy mitigates selling pressure risk .
- CIC economics are meaningful: Double-trigger Tier 2 benefits and full equity acceleration could produce ~$29.4M value in a CIC scenario, supporting neutrality in strategic transactions but implying significant contingent compensation .
- Ownership alignment is acceptable: 116,592 shares beneficially owned; executives meet or are on track for 3x salary ownership guidelines; no pledging permitted, and clawback extends to TSR/stock-price-linked awards, reinforcing governance .
- Shareholder sentiment watchpoint: 2024 say-on-pay support at ~52% led to investor engagement and program adjustments (e.g., reliance on annual cycles, added detail on goals and succession). Continue monitoring feedback as performance equity and AIP calibrations evolve .
- Business backdrop supportive: FY2025 revenue $5.77B and record operating cash flow, with data center/AI mix shift; relative TSR positive versus S&P 500 underscores value creation during CFO’s tenure, strengthening the linkage between equity outcomes and shareholder returns .