Jaspreet Sood
OndasAbout Jaspreet Sood
Independent director of Ondas Holdings Inc. appointed January 19, 2021; age 52 as of April 10, 2025; MBA (Technology Management) from Pepperdine University and BA in Economics from University of California, Irvine. Currently Senior Vice President of Sales — US Enterprise at Palo Alto Networks (NYSE: PANW) since August 2021; prior 25-year executive career at Hewlett Packard Enterprise and predecessor companies in operations, strategy, product management, and finance. Recognized as a “CRN Power 100 Woman of the Channel” (2018–2021) and sales executive of the year (2023). The Board has determined she is independent under Nasdaq rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hewlett Packard Enterprise (and predecessors) | Executive roles across business operations, strategy, product management, finance | 25 years | Led product, go-to-market, and operational transformation initiatives |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Palo Alto Networks (PANW) | Senior Vice President of Sales — US Enterprise | Since Aug 2021 | No board committee roles disclosed |
Board Governance
- Independence: The Board determined Sood is independent (Nasdaq).
- Committee memberships: Audit, Compensation, and Nominating & Corporate Governance (N&CG). Chairs are Richard M. Cohen (Audit, N&CG) and Randall P. Seidl (Compensation); Sood is not a chair.
- Attendance: In 2024, each director except Sood attended at least 75% of Board and applicable committee meetings; Board met 6 times; Audit met 5 times; Compensation held no meetings; N&CG met once.
- Board leadership: No lead independent director; presiding director rotates among committee chairs in executive sessions.
Fixed Compensation
| Component | FY 2024 Amount | Policy Basis | Notes |
|---|---|---|---|
| Cash fees (Board/Committee) | $10,000 | Director Compensation Policy: Quarterly board retainer $2,500; Chair retainers: Board $2,000; Audit $2,000; Compensation $2,000; N&CG $1,000 | Policy amended Aug 11, 2025 to increase quarterly Board retainer to $12,500 |
| Equity award (RSUs) | $84,139 (grant-date fair value) | Annual RSU award value $60,000 per original policy | Policy amended Aug 11, 2025 to $100,000 annual RSUs |
| Options | — (none granted) | — | Director options not awarded in 2024 |
Performance Compensation
- Structure: Director equity is time-based RSUs; no performance share units (PSUs) or performance metrics disclosed for directors.
| Metric | As of Apr 10, 2025 | As of Oct 8, 2025 |
|---|---|---|
| RSUs vested, pending delivery (shares) | 21,035 | 43,630 |
| Performance conditions | None disclosed for director equity | None disclosed for director equity |
Other Directorships & Interlocks
- Public company boards: None disclosed for Sood.
- External employment: Senior leadership at PANW; no related-party transactions or ONDS business ties with PANW disclosed.
- Interlocks: None disclosed involving Sood.
Expertise & Qualifications
- Sales leadership and go-to-market strategy within large-cap enterprise technology (PANW; HPE).
- Recognitions: CRN Power 100 (2018–2021); sales executive of the year (2023).
- Board skills matrix: Executive leadership, strategy/innovation, risk management; cybersecurity exposure within Board skill matrix.
Equity Ownership
| Metric | As of Apr 10, 2025 | As of Oct 8, 2025 |
|---|---|---|
| Total beneficial ownership (shares) | 170,330; <1% of class | 205,287; <1% of class |
| Common shares directly | 149,295 | 161,657 |
| RSUs vested, pending delivery | 21,035 | 43,630 |
| Options (exercisable/unexercisable) | None disclosed | None disclosed |
| Pledging/hedging | No pledging disclosed in proxy ownership footnotes for Sood | No pledging disclosed in proxy ownership footnotes for Sood |
Say-on-Pay & Shareholder Feedback
| Proposal | Votes For | Votes Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| Advisory approval of executive compensation (Say-on-Pay, May 12, 2025) | 38,979,842 | 2,590,548 | 595,119 | 35,347,972 |
Governance Assessment
- Strengths:
- Independent director with deep enterprise sales and operational experience; service across all three key Board committees (Audit, Compensation, N&CG).
- Equity-based director pay aligns incentives with shareholders; 2025 policy increases suggest stronger equity alignment via higher RSU value.
- Concerns / RED FLAGS:
- Attendance shortfall: Sood did not meet the 75% attendance threshold for Board/committee meetings in 2024, raising engagement risk.
- Director equity appears entirely time-based RSUs; no disclosed performance metrics for director pay, limiting pay-for-performance signals at the Board level.
- Other observations:
- No related-party transactions involving Sood disclosed under Item 404 since January 1, 2023.
- Shareholder support for Say-on-Pay in 2025 passed by majority (vote counts above).