Miron Washington
IMPINJAbout Miron Washington
Miron Washington, age 57, is an independent director of Impinj, Inc. (PI) since March 2023; he serves on the Compensation Committee. He is Chief Digital Officer at Parts Town (Nov 2022–present) and previously held senior digital and customer-experience roles at Home Depot, Monotype, Amazon, Staples, and Hewlett-Packard. He holds a B.S. in Accounting (Santa Clara University), an MST (OHSU OGI Campus), and completed Santa Clara’s Black Corporate Board Readiness program .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Home Depot | Vice President, Customer Experience | May 2019–Nov 2022 | Led customer-experience initiatives (operational and digital) |
| Monotype Imaging | SVP, Digital Commerce/Product Management | Sep 2017–May 2019 | Digital product and commerce leadership |
| Amazon | Senior leadership positions | Not disclosed | Digital/commerce exposure |
| Staples | Senior leadership positions | Not disclosed | Retail operations and digital |
| Hewlett-Packard | Senior leadership positions | Not disclosed | Technology/operations experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Parts Town | Chief Digital Officer | Nov 2022–present | Commercial OEM replacement parts; digital transformation focus |
| Non-profit/advisory boards | Board/advisory member | Various (current: two advisory boards) | Specific entities not disclosed |
Board Governance
- Committee memberships: Compensation Committee member; chair is Umesh Padval. 2024 committee members were Padval (Chair), Daniel Gibson (until 2025 AGM), and Miron Washington; Compensation Committee met 4 times in 2024 .
- Independence: Board determined Washington is independent under Nasdaq rules; Audit, Compensation, and Nominating committees comprised of independent directors .
- Attendance and engagement: Board held 7 meetings in 2024; no incumbent director attended fewer than 75% of meetings; Washington attended the 2024 annual meeting .
- Years of service: Director since March 2023 .
Fixed Compensation
Director pay mix is standard: cash retainers plus time-based RSUs under the Outside Director Compensation Policy.
| Component | 2023 | 2024 |
|---|---|---|
| Cash fees ($) | $43,104 | $60,000 |
| Stock awards ($) | $230,988 | $298,344 |
| Total ($) | $274,092 | $358,344 |
| RSUs unvested at year-end (shares) | 2,071 | 1,811 |
Policy detail (effective March 31, 2024): board retainer $50,000; Compensation Committee member $10,000; Chair premiums as applicable; annual RSU award value increased from $200,000 to $250,000 (Chair add’l $25,000) .
Performance Compensation
Outside directors receive time-based RSUs only; there are no director performance-based awards.
| Equity Award Type | Vesting Condition | Performance Metric | Change-in-Control Treatment |
|---|---|---|---|
| RSU | Earlier of one-year anniversary or next annual meeting, subject to service | None disclosed for directors | All outside director RSUs vest in full upon Change in Control |
Other Directorships & Interlocks
| Company | Role | Status |
|---|---|---|
| Other public-company boards | — | None disclosed for Washington |
- Compensation Committee interlocks: None identified; no executive officer of PI served on a board/comp committee of an entity with PI executives on PI’s board/comp committee .
Expertise & Qualifications
- Digital transformation, retail and supply-chain operations; public company leadership/board experience; risk management; international scope; industry experience and innovation; strategy/sales/marketing. These self-identified skills appear in PI’s director skills matrix for Washington .
- Education: B.S. Accounting (Santa Clara University), MST (OHSU OGI), Black Corporate Board Readiness program (Santa Clara) .
Equity Ownership
| Item | As of | Detail |
|---|---|---|
| Beneficial ownership (shares) | Apr 16, 2025 | 571 shares; <1% of outstanding |
| RSUs unvested (director awards) | Dec 31, 2024 | 1,811 RSUs unvested |
| Director ownership guideline | Current policy | Lesser of 5× annual cash board retainer or 2,000 shares; no fixed deadline, but must retain 100% of net shares until later of Feb 16, 2028 and fifth anniversary of board appointment |
| Hedging/pledging | Policy | Prohibited for directors and officers; Rule 10b5‑1 plan restrictions/cooling-off periods apply |
Interpretation: With 571 shares vs the 2,000-share guideline threshold, Washington has time to reach compliance; directors must retain net shares until the guideline is met within the policy’s timeline .
Governance Assessment
- Strengths: Independent status; active Compensation Committee member; solid attendance record; robust anti-hedging/anti-pledging and clawback frameworks; director equity grants align interests through required share retention and accelerated vesting only upon change-in-control .
- Compensation structure: 2024 policy increased annual equity grant value, with a balanced mix of cash ($60k) and stock ($298k) in practice; Compensia advises on director pay, supporting market alignment .
- Conflicts/related-party exposure: No related-party transactions involving Washington disclosed; audit/risk committee oversees conflicts policy .
- RED FLAGS: Modest personal share ownership (571 shares) relative to the 2,000-share guideline threshold—mitigated by policy allowing time to achieve compliance and mandatory retention of net shares until compliance . No other attendance or pay anomalies identified .