Yi Hyon Paik
OrionAbout Yi Hyon Paik
Independent director of Orion S.A. (OEC) since July 2020; age 69; U.S. citizen with South Korea as country of origin in the Board’s committee roster. Ph.D. in Chemistry (University of Pittsburgh), M.S./B.A. in Chemistry (Seoul National University), and Postdoctoral Fellow at Columbia University, with executive leadership in electronic materials and energy storage industries (Samsung SDI, Rohm and Haas, Dow). Committee member on the Nominating, Sustainability and Governance (NSG) Committee; 100% Board and committee attendance in 2024; independent under NYSE listing standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Samsung SDI Company | President and Chief Strategy Officer | 2014–2016 | Led strategy in energy storage; deep technical and global business expertise |
| Samsung Cheil Industries | EVP & Head, Electronic Materials Business | 2010–2013 | Electronic materials operations leadership |
| Dow Chemical Company | Business Group VP & Head, Electronic Materials | 2009–2010 | Strategic leadership in electronic materials |
| Rohm and Haas | President, Electronic Materials Business | 2006–2009 | Executive leadership in specialty materials |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Asia-IO Partners | Partner & Director | 2023–2024 | Private leadership role |
| Versum Materials, Inc. | Director (former) | N/A | Former public company board |
Board Governance
- Independence: Eight of nine nominees are independent; Paik is listed among independent directors .
- Committees: Member, Nominating, Sustainability and Governance Committee; not a chair .
- Attendance: 100% Board and committee attendance for Paik in 2024; Board met six times in 2024; NSG Committee held three meetings with 100% attendance .
- Engagement: Executive sessions at each regular Board and committee meeting; 98% overall Board/committee attendance and 100% plant visit attendance in 2024; Board conducted site visit to Berre, France facility in April 2024 .
- Term and elections: Directors elected annually for one-year terms; NSG oversees board composition and governance .
Fixed Compensation (Director)
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer | $105,000 | Standard for non-executive directors |
| Committee membership retainer (NSG) | $5,000 | Non-chair member fee |
| Total cash (2024 earned) | $110,000 | Paik’s 2024 cash compensation |
| Equity (restricted common shares) | $137,500 | Annual grant fair value; service-vested |
| Total (cash + equity) | $242,500 | Paik’s 2024 total director compensation |
Notes: Chair premiums apply to committee chairs (Audit $25k; Compensation $25k; NSG $20k) and Chairman of the Board ($105k). Non-chair committee member fees: Audit $10k; Compensation $7k; NSG $5k .
Performance Compensation
Directors receive service-vested restricted common shares; no performance-conditioned director equity (no PSUs/options) disclosed. Equity grant details:
| Grant Date | Instrument | Shares/Units | Fair Value (USD) | Vesting Date | Vesting Condition |
|---|---|---|---|---|---|
| June 21, 2024 | Restricted Common Shares | 6,086 | $137,500 | Day prior to 2025 AGM | Continuous service through vest date |
Other Directorships & Interlocks
| Company | Relationship | Potential Interlock/Conflict |
|---|---|---|
| Versum Materials, Inc. | Former director | No related-party transactions disclosed involving Paik |
Company-level related-party transactions were with DGW (JV) and ArcelorMittal; none attributed to Paik. Audit Committee reviews and approves related-party transactions per policy .
Expertise & Qualifications
- Technical: Chemistry Ph.D.; deep R&D and electronic materials expertise; energy storage domain (batteries) .
- Strategic: Global strategy, international business, technology commercialization .
- Governance: Serves on NSG Committee overseeing sustainability, governance frameworks, and CEO succession .
Equity Ownership
| Holder | Common Shares Beneficially Owned | Percent of Outstanding |
|---|---|---|
| Yi Hyon Paik | 32,954 | <1% (*) |
Ownership notes:
- Includes restricted stock/units vesting on or before June 23, 2025 where applicable; director equity grant of 6,086 restricted shares vests the day before the 2025 AGM .
- Director stock ownership guidelines require 5x annual cash retainer; Board reports compliance framework and notes aggregate compliance status varied due solely to stock price decreases (individual director compliance not specified) .
- Hedging and pledging of Company stock prohibited by policy, supporting alignment and reducing collateralization risk .
Governance Assessment
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Strengths:
- Independent director with 100% attendance and active NSG Committee participation .
- Relevant domain expertise in batteries and electronic materials aligned with Orion’s acetylene black strategy and sustainability pillars .
- Compensation structure balanced between cash and service-vested equity; director ownership guidelines in place; prohibitions on hedging/pledging enhance alignment .
- Board processes: annual evaluations, executive sessions, robust governance frameworks; annual elections maintain accountability .
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Watch items:
- Company-level 2024 fraud incident drove enhanced internal control remediation under Audit Committee oversight; while not tied to Paik, it underscores heightened governance scrutiny across the Board .
- NSG role focuses on sustainability/governance; ensure continued cross-committee visibility to financial controls and cybersecurity developments led by Audit Committee .
-
RED FLAGS:
- None specific to Paik identified in the proxy: no related-party transactions, no attendance issues, no pay anomalies, no pledging/hedging .
Implications: Paik’s technical and strategic background in energy storage is accretive to Orion’s growth initiatives (acetylene-based conductive carbon, circular carbon black). His independent status, strong attendance, and equity-based alignment support investor confidence, with Board-level focus on sustainability and governance providing oversight continuity .