Wayne Struble
About Wayne Struble
Wayne Struble (age 63) is Senior Vice President, Advanced Semiconductor Technology at MACOM Technology Solutions (MTSI). He was promoted to SVP in August 2023 after serving as a Distinguished Fellow of Technology since 2010; prior roles include Distinguished Fellow at TriQuint Semiconductor (2002–2009). Struble holds B.S. and M.S. degrees in Electrical Engineering from Michigan Technological University, with 40+ years’ experience spanning RF/microwave/mmWave IC design, device modeling/testing, compound semiconductor process development, and wireless system design . Company performance context during his tenure as an executive officer: cumulative TSR on a $100 initial investment rose to $329.94 in FY2024 (from FY2020 base), net income was $76.9M, and Adjusted EPS was $2.56 in FY2024; FY2023 metrics were TSR $241.36, net income $91.6M, Adjusted EPS $2.70 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| MACOM Technology Solutions | Senior Vice President, Advanced Semiconductor Technology | Aug 2023–present | Leads advanced semiconductor technology across RF/microwave/mmWave, device modeling, compound semiconductor processes |
| MACOM Technology Solutions | Distinguished Fellow of Technology | 2010–Aug 2023 | Technical leadership in high‑frequency ICs, process development, and testing |
| TriQuint Semiconductor | Distinguished Fellow of Technology | Dec 2002–Dec 2009 | RF/mmWave IC design and compound semiconductor technology contributions |
External Roles
No external public company board roles are disclosed for Struble in MACOM’s 2025 Proxy Statement (he is listed among executive officers, not directors) .
Fixed Compensation
- Base salary, target bonus %, and actual bonus paid for Wayne Struble are not disclosed in the 2025 Proxy Statement (MACOM reports compensation for named executive officers only, and Struble is not identified as an NEO) .
Performance Compensation
Company program structure (applies to executive officers, with specific grant details for NEOs disclosed; Struble’s individual grants evidenced via Form 4 filings):
| Metric | Weighting | Target | Actual (FY2024) | Payout Schedule | Vesting |
|---|---|---|---|---|---|
| Adjusted EPS PSUs | Company program: majority of long-term awards are performance-based (e.g., ~80% for CEO; mix varies by role) | Growth tranche targets: Threshold 2.5%, Target 10%, Upside 15%, Max 20% | FY2024 single-year tranche forfeited due to Adjusted EPS decrease; 2022–2024 tranche earned 60% | 0–300% of target per tranche based on performance | Settles after performance announcement; forfeiture for missed tranche; no retesting |
| rTSR PSUs (vs PHLX Semiconductor Index) | Performance-based component (three‑year cycle) | 25th–50th percentile: 50–100%; 50th–75th: 100–200%; >75th: 200% | FY2022 grant (2022–2024 cycle) paid at 200% (88th percentile) | Straight-line interpolation by percentile rank | Settles after cycle end; time-based continued service condition |
Wayne Struble – recent equity awards and vesting (per SEC Form 4):
- On October 28, 2025, Struble was granted 2,005 RSUs under MACOM’s 2021 Omnibus Incentive Plan; vesting 668 on 10/28/2026, 668 on 10/28/2027, and 669 on 10/28/2028 (each RSU converts into one share) .
- On November 6, 2025, 20,988 performance RSUs vested and settled into common stock; issuer withheld 8,962 shares at $166.92 for taxes on 11/06/2025 and 454 shares at $170.03 on 11/08/2025 .
Detailed vesting and insider transactions
| Date | Transaction Type | Security | Shares | Price | Post-Transaction Ownership | Notes |
|---|---|---|---|---|---|---|
| 10/27/2025 | F (tax withholding) | Common stock | 273 | $146.39 | 15,807 | Tax withheld upon RSU vesting |
| 10/28/2025 | A (award) | RSUs | 2,005 | $0.00 | 17,812 | 2021 Plan; vests 668/668/669 in 2026/2027/2028 |
| 11/06/2025 | A (settlement) | PRSUs → common | 20,988 | $0.00 | 38,800 | Performance RSUs vested |
| 11/06/2025 | F (tax withholding) | Common stock | 8,962 | $166.92 | 29,838 | Tax withheld on PRSU settlement |
| 11/08/2025 | F (tax withholding) | Common stock | 454 | $170.03 | 29,384 | Additional tax withheld on RSU vesting |
Observations:
- No open-market sales reported; reported Form 4s reflect grants and in-kind tax withholding events tied to vesting, not discretionary selling .
Equity Ownership & Alignment
- Beneficial ownership snapshots from Form 4 filings show Struble’s holdings increased via PRSU vesting (to 38,800 prior to tax withholding), ending at 29,384 shares after tax-withholding events in November 2025 .
- Stock ownership guidelines: executive officers must hold shares equal to at least 1x base salary (CEO 4x; CFO 2x), with a 48‑month compliance window from designation as executive officer; unvested equity and unearned PSUs do not count . As of September 27, 2024, NEOs were either compliant or within phase‑in; individual compliance status for Struble is not disclosed .
- Hedging and pledging prohibited for directors, officers, employees, and consultants (zero‑cost collars, prepaid variable forwards, swaps, exchange funds) to ensure alignment with shareholders .
Employment Terms
- Role start: Senior Vice President, Advanced Semiconductor Technology since August 2023 .
- Restrictive covenants: MACOM uses confidentiality and invention assignment agreements with executives, including non‑solicit of employees/consultants/customers/partners/vendors during employment and for 12 months post‑termination; perpetual confidentiality and IP assignment covenants are standard (examples detailed for NEOs) .
- Clawbacks: MACOM maintains a 2018 clawback policy for VP+ in case of material restatement tied to employee conduct, and a 2023 Dodd‑Frank compliant clawback covering Section 16 officers (which includes Struble) for incentive compensation recalculated under restated financials .
- Change‑in‑Control Plan: detailed severance multiple/accelerated vesting terms disclosed for NEOs; participation specifics for non‑NEO executive officers (including Struble) are not detailed in the proxy .
Company Performance Context
| Metric | FY2021 | FY2022 | FY2023 | FY2024 |
|---|---|---|---|---|
| TSR on $100 initial (Company) | $193.31 | $153.22 | $241.36 | $329.94 |
| TSR on $100 initial (PHLX Semiconductor Index) | $146.83 | $103.85 | $154.87 | $234.89 |
| Net Income ($000s) | $37,937 | $439,995 | $91,577 | $76,859 |
| Adjusted EPS ($) | $2.15 | $2.82 | $2.70 | $2.56 |
Additional program notes:
- Short‑term cash incentives companywide are based on non‑GAAP adjusted operating income targets set for two six‑month periods, with FY2024 first‑half payout at 4% of target and second‑half zero; aggregate FY2024 payout equaled 2% of annual target (for NEOs) .
- Say‑on‑pay support was 97.5% approval at the 2024 annual meeting .
Investment Implications
- Alignment: Struble’s 2025 insider activity shows equity accumulation via PRSU settlement and time‑based RSU grants, with only in‑kind tax withholding dispositions—no open‑market selling—indicating limited near‑term selling pressure and strong equity alignment .
- Performance linkage: His PRSU vesting reflects MACOM’s emphasis on multi‑year performance pay (Adjusted EPS growth and rTSR vs PHLX peers), a structure that historically paid out at 200% for the 2022–2024 rTSR cycle and penalized weak EPS growth via tranche forfeitures, strengthening pay‑for‑performance discipline .
- Governance safeguards: Prohibitions on hedging/pledging, Section 16 clawback coverage, and executive stock ownership guidelines reduce misalignment and retention risk; lack of disclosed CIC terms for non‑NEO executives (including Struble) leaves some ambiguity on change‑in‑control economics .
- Signal watch: Monitor future Form 4s for any 10b5‑1 plan sales or discretionary selling; continued awards and performance vesting without market sales would remain a constructive insider signal .