Ilbok Lee
MAGNACHIP SEMICONDUCTORAbout Ilbok Lee
Independent director at Magnachip Semiconductor (MX) since August 2011, currently Chair of the Nominating & Corporate Governance Committee and the Risk Committee, and a member of the Audit Committee. Former CEO and Executive Chair of Silego Technology (acquired by Dialog Semiconductor); earlier executive roles at Cypress Semiconductor and IC Works; co-founded Samsung Semiconductor (U.S.A.). Education: Ph.D. and M.S.E.E., University of Minnesota; B.S.E.E., Seoul National University. Age noted as 71 in the company’s 2016 proxy; tenure on MX board exceeds 14 years as of 2025 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Silego Technology | CEO; Chairman; Executive Chairman | CEO: Oct 2001–Aug 2016; Chair: Mar 2015–Aug 2016; Exec Chair: Aug 2016–Oct 2017 | Led mixed-signal semiconductor growth; eventual sale to Dialog Semiconductor |
| Dialog Semiconductor (Configurable Mixed-Signal BU) | Advisor/Consultant | Oct 2017–Dec 2018 | Post-merger integration advisory |
| Cypress Semiconductor | SVP & GM, Timing Division | Apr 1999–Sep 2001 | Division leadership at public semi company |
| IC Works (co-founded) | President & CEO | May 1992–Mar 1999 | Built and sold to Cypress in 2001 |
| Samsung Semiconductor (U.S.A.) (co-founded) | Various roles incl. President & CEO | Jul 1983–May 1992 | Built U.S. operations from inception |
| Intel; National Semiconductor | Technical & managerial positions | Pre-1983 | Early engineering/management experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| ESS Technology | Director (public) | Not disclosed | Historical public board service |
| V3 Semiconductor | Director (public) | Not disclosed | Historical public board service |
| Sierra Monolithic (private) | Director | 2002–2009 | Privately held semiconductor company |
| Dialog Semiconductor | Advisor/Consultant | Oct 2017–Dec 2018 | Advisor post-acquisition of Silego |
Board Governance
- Current MX committees: Chair, Nominating & Corporate Governance; Chair, Risk; Member, Audit; Board deems Dr. Lee independent (NYSE standards) .
- 2024 and 2025 board meeting attendance: Board held 12 meetings (2023) and 6 meetings (2024); no director attended fewer than 80% (2023) or 92% (2024) of aggregate board/committee meetings—indicates strong engagement .
- Strategic Review Committee: Activated Aug 2022; Dr. Lee served on the committee (2022) and continued alongside Martino (Chair) and Nathan (2024) .
- Historical committee roles include Compensation Committee membership (2016) and Nominating & Corporate Governance Chair (2016) .
Fixed Compensation
| Metric | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Director Cash Compensation ($USD) | $90,000 | $90,000 | $97,066 | $110,000 |
| 2023 Cash Breakdown ($USD) | Amount |
|---|---|
| Board Retainer | $75,000 |
| Chair Service Fees | $14,511 |
| Committee Service Fees | $7,555 |
| Total | $97,066 |
| 2024 Cash Breakdown ($USD) | Amount |
|---|---|
| Board Retainer | $75,000 |
| Chair Service Fees | $20,000 |
| Committee Service Fees | $15,000 |
| Total | $110,000 |
Assessment: Incremental rise in cash fees in 2024 driven by chair and committee responsibilities; no meeting fees disclosed in recent policies (past proxies included meeting fees historically) .
Performance Compensation
| Metric (RSU grant-date fair value) | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Stock Awards ($USD) | $195,001 | $183,500 | $226,688 | $209,821 |
| Equity Awards Outstanding (as of Dec 31) | 2022 | 2023 | 2024 |
|---|---|---|---|
| RSUs (#) | 100,002 | 122,736 | 165,909 |
| Vested RSUs (#, not yet settled) | 86,308 | 100,002 | 122,736 |
| Stock Options (#) | 179,593 | 149,593 | 119,593 |
- Non-Employee Director Compensation Policy: Annual RSU $165,000 plus $20,000 per committee chair and $10,000 per committee member; RSUs vest on the earlier of one year or the next annual meeting; grants are time-based, not performance-based .
- Clawback and trading policies: Company adopted NYSE-aligned Compensation Recovery Policy in Nov 2023 (focus on executive officers); anti-hedging/pledging policy prohibits pledging and derivatives by directors/officers .
Other Directorships & Interlocks
| Company | Relationship | Potential Interlock/Conflict |
|---|---|---|
| ESS Technology (public) | Former director | Historical; no current MX transaction disclosed |
| V3 Semiconductor (public) | Former director | Historical; no current MX transaction disclosed |
| Sierra Monolithic (private) | Former director | Historical; no current MX transaction disclosed |
No related-party transactions involving Dr. Lee disclosed since Jan 1, 2021 (2022 proxy) and Jan 1, 2024 (2025 proxy) under the company’s Related Person Transactions Policy .
Expertise & Qualifications
- Deep semiconductor operating experience: founding leadership at Samsung Semiconductor (U.S.A.), CEO of IC Works and Silego; divisional GM at Cypress .
- Technical credentials: Ph.D./M.S.E.E. (University of Minnesota), B.S.E.E. (Seoul National University) .
- Governance credentials: Long-serving MX director with committee chair roles across governance and risk; Audit Committee member (independence affirmed) .
Equity Ownership
| Metric | 2017 | 2018 | 2019 | 2023 | 2024 |
|---|---|---|---|---|---|
| Shares Beneficially Owned (#) | 176,876 | 240,529 | 258,018 | 269,173 | 275,601 |
| Percent of Class (%) | Not disclosed | * (<1%) | * (<1%) | * (<1%) | * (<1%) |
Ownership guidelines: Non-employee directors must hold equity equal to the lesser of 3× annual board cash retainer or 3× initial retainer; counts include directly owned shares, vested-but-unsettled RSUs, and 50% of vested unexercised options; compliance timing up to 5 years from policy/role start .
Governance Assessment
- Strengths: Independent status; multi-committee leadership (Governance Chair, Risk Chair, Audit member); consistent high attendance at board/committee meetings; anti-hedging/pledging policy improves alignment; no related-party transactions involving Dr. Lee in recent years .
- Alignment: Meaningful long-term equity exposure via RSUs and legacy options; director stock ownership guidelines count vested RSUs and a portion of options toward compliance .
- Pay mix trend: Cash fees stepped up to $110k in 2024 (committee leadership), equity awards remained time-based RSUs (no performance metrics)—neutral to mildly shareholder-friendly given policy consistency but lacking performance linkage .
- RED FLAGS: Historical inclusion as a named defendant in a 2016 shareholder derivative settlement (D&O insurers paid $3.0M; governance changes implemented), though not indicative of current misconduct; monitor but low immediate risk given subsequent governance enhancements .
- Overall: Board effectiveness supported by tenure, sector expertise, and committee roles; limited conflict exposure; continued emphasis on time-based director equity warrants monitoring for pay-for-performance alignment in broader governance context .