Jeffrey Parker
About Jeffrey Parker
Jeffrey L. Parker, age 68, is Chairman and CEO of ParkerVision, a role he has held since founding the company in August 1989; he previously served as President from April 1993 to June 1998 and is a named inventor on 31 U.S. patents, underscoring deep technical credibility in RF innovation . During 2024, ParkerVision posted a net loss of $14.5 million and disclosed substantial doubt about going concern, highlighting execution and financing risk under Parker’s leadership framework . Pay-versus-performance shows volatile TSR: a $100 investment (year-end 2021 base) was $25.00 in 2022, $17.39 in 2023, and $95.38 in 2024, while “compensation actually paid” to the PEO (Parker) tracked $9.037M (2021), $(2.389)M (2022), and $0.634M (2024), reflecting equity valuation effects and discretionary bonus dynamics .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ParkerVision, Inc. | Chairman & CEO | 1989–Present | Founder-CEO; led RF IP creation, licensing and enforcement strategy . |
| ParkerVision, Inc. | President | 1993–1998 | Built early operating leadership capacity across R&D and commercialization . |
| Parker Electronics, Inc. | Executive Vice President | 1983–1989 | R&D/manufacturing JV with Carrier; scaled HVAC-related technology operations . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| — | None disclosed | — | No public-company board roles disclosed for Parker . |
Fixed Compensation
| Metric | 2023 (FY) | 2024 (FY) |
|---|---|---|
| Base Salary ($) | 260,000 | 260,000 |
| Target Bonus % | Not disclosed | Not disclosed |
| Actual Cash Bonus ($) | 111,000 | 350,000 (approved Jan-2025 for 2024 performance) |
| All Other ($) | 24,000 (auto allowance) | 24,000 (auto allowance) |
| Total ($) | 455,020 | 634,000 |
| Notes | 200k shares granted Jan-2023 as part of prior performance bonus . | Base increased Apr-2025 to $400,000 (post-period) . |
In April 2025, the compensation committee raised Parker’s base salary from $260,000 to $400,000, noting levels remained below the 50th percentile of a peer group developed by Alliant Human Capital .
Performance Compensation
| Incentive Type | Metric/Structure | Weighting | Target | Actual/Payout | Vesting/Term |
|---|---|---|---|---|---|
| Annual Bonus (2024) | Discretionary, tied to strategic initiatives (litigation leadership; financial stability); partially offsets prior 20% salary cuts since 2018 | Not disclosed | Not disclosed | $350,000 cash (paid Jan-2025) | Cash (paid 2025) |
| Stock Awards (2023) | Common shares tied to performance recognition (immediate vest) | Not disclosed | — | 200,000 shares granted Jan-2023 | Immediate |
| Stock Options (Modification, 2025) | Option expiry extension from Jan 11, 2026 to Jan 11, 2031 (no price change; fully vested) | — | — | One-time charge ≈$1.9M (company-wide options for CEO/CFO); contributed to ~$2.5M H1’25 non-cash comp expense | New expiry Jan 11, 2031 |
No NEO equity awards were granted in 2024; committee engaged Alliant in Dec-2024 for broader program review .
Equity Ownership & Alignment
| Item | Details |
|---|---|
| Total Beneficial Ownership | 11,170,583 shares (8.54% of outstanding as of Aug 4, 2025) . |
| Components | Includes 10,660,000 shares issuable upon options exercisable within 60 days; 393,324 shares held directly; 117,259 shares JTWROS with spouse . |
| Shares Outstanding (Record) | 120,116,916 (as of Aug 4, 2025) . |
| Hedging/Pledging | Company policy prohibits short sales, hedging, and pledging; pre-clearance and blackout compliance required; 10b5-1 plans allowed with cooling-off periods . |
| Ownership Guidelines | Not disclosed for executives/directors . |
Outstanding options (as of Dec 31, 2024):
| Grant | Exercisable | Exercise Price | Original Expiry | Status/Notes |
|---|---|---|---|---|
| Aug 7, 2019 | 2,660,000 | $0.17 | Aug 7, 2026 | Vested over 8 quarterly periods (Sep 1, 2019–Jun 1, 2021) . |
| Jan 11, 2021 | 8,000,000 | $0.54 | Jan 11, 2026 → extended to Jan 11, 2031 | Vested over 8 quarterly periods (Mar 31, 2021–Dec 31, 2022) . |
Insider selling pressure lens:
- As of Nov 14, 2025, PRKR priced at $0.21 in a registered direct sale to a director; Parker’s $0.54 options are out-of-the-money and $0.17 options are modestly in-the-money, reducing near-term exercise-driven selling pressure relative to at-the-money grants .
Employment Terms
- Agreements: No employment agreements for executives; compensation committee retains discretion over pay elements .
- Non-compete/Non-solicit: Company-wide non-compete arrangements apply post-termination (employment/consulting with competitors; employee poaching; customer solicitations); specific durations/geographies not disclosed .
- Severance: No cash severance multiples disclosed; standard equity award agreements provide acceleration—50% accelerated vesting upon death/disability; 100% upon change in control without Board authorization .
- Clawback/Tax gross-ups: No clawback program or gross-up provisions disclosed for executives in the filings reviewed .
- Insider trading policy: Pre-clearance, quarterly/other blackout periods, bans on shorting/hedging/pledging; 10b5-1 plan governance with cooling-off periods; CFO as Compliance Officer .
Board Governance and Service
- Roles: Parker serves as Class I Director, Chairman, and CEO; Board believes combined roles best fit given size/complexity; no Lead Independent Director; independent directors meet in executive session regularly .
- Independence: Parker is not independent; all other directors are independent under Nasdaq rules (though stock trades on OTCQB) .
- Committees: 2024 audit committee (Rosenbaum–Chair; Litvack; Titterton) and compensation committee (Titterton–Chair; Litvack; Rosenbaum) fully independent; Litvack resigned Apr-2025; Board reduced to four members .
- Meetings: Board met 10 times in 2024; all directors attended ≥75% of Board/committee meetings; two directors attended 2024 annual meeting .
- Director compensation: Non-employee directors receive equity-only compensation with annual grant-date values generally ≤$80k; 2024 grants were options (275k each at $0.20, expiring 2029); 2025 awards offered RSUs (275k) or options (300k at $0.29) with 50/50 vesting (grant/Dec 31, 2025) .
Dual-role implication: Concentrated authority (CEO + Chair; no LID) raises independence/oversight considerations, partly mitigated by fully independent committees and regular executive sessions .
Related Party Transactions (governance signals)
- Legal services to SKGF (director Robert G. Sterne’s firm): ~$39k (2024) and ~$52k (2023); repayments on 2016 note to SKGF ~$150k (2024) and ~$163k (2023); ~$.3M outstanding at Dec 31, 2024 .
- Director financing: Convertible notes purchased by directors (Rosenbaum, Titterton, Litvack) with various conversions/repayments/amendments in 2023–2025; Titterton converted remaining $200k note in May 2025 .
- Review controls: Audit committee reviews/approves related-party transactions; policies require director/officer disclosures .
Performance & Track Record Highlights
- Litigation milestones: CAFC remanded Qualcomm case to district court in Sept-2024; subsequent claim construction in Orlando led PRKR to seek Rule 54(b) judgment to appeal; two Texas trials scheduled for Q1 2026 (Realtek Jan; MediaTek Mar); certain cases stayed pending PTAB decisions; PTAB denied two Realtek IPR petitions Jun-2025 .
- Financial profile: 2024 net loss ($14.5M), cash $4.9M at year-end; going concern explanatory paragraph; ongoing reliance on litigation proceeds and financing (including contingent funding arrangements) .
- Capital actions: Nov 17, 2025 registered direct sale of $1.0M common stock to independent director at $0.21; Shelf declared effective May 28, 2025 .
- Stock volatility: Price ranged $0.07–$1.18 (Jan 2023–Mar 2025); OTCQB listing with associated liquidity constraints .
Compensation Structure Analysis (alignment and risk)
- Mix shift and discretion: 2024 CEO pay emphasized cash via a sizable discretionary bonus ($350k) rather than formulaic metrics; no 2024 equity grants to NEOs .
- Option modification: Extending fully vested NEO options by five years (no strike change) created a one-time non-cash charge (~$1.9M) and can be perceived as a retention mechanism without direct performance tie; company disclosed broader H1’25 non-cash comp of ~$2.5M from modifications .
- Peer benchmarking: Alliant engaged Dec-2024; April-2025 base increases positioned below 50th percentile of peer group—could indicate room for future equity/cash increases if outcomes materialize .
- Pay versus performance: TSR whipsawed (2022–2024) while CAP to CEO in 2024 equaled reported SCT total, reflecting lack of new equity grants and discretionary cash orientation; 2022 CAP negative driven by equity valuation changes .
Compensation Peer Group and Say-on-Pay
- Peer group: Alliant Human Capital retained to evaluate executive and director pay (Dec-2024); specific peer constituents not disclosed .
- Say-on-Pay & Frequency: 2025 proxy included Say-on-Pay and Say-on-Frequency; Board recommends biennial frequency; last frequency vote (2019) supported two-year cadence .
Investment Implications
- Alignment: Parker’s 8.54% beneficial stake (primarily options) and prohibitions on hedging/pledging support alignment, though absence of formal ownership guidelines is a gap; extension of option expiries reduces near-term selling pressure, with most options currently out-of-the-money at recent $0.21 pricing .
- Incentive design: Heavy reliance on discretionary cash bonuses and option-term modifications, with limited disclosed performance metrics or multi-year PSU constructs, dilutes pay-for-performance rigor until litigation/monetization milestones become measurable .
- Retention/continuity: No employment agreements, but non-competes and extended option life serve as retention tools; key-man risk is explicit (company maintains $1.5M key-man life policy on Parker) .
- Governance: CEO/Chair dual-role and no LID increase oversight risk, partly offset by independent committees and regular executive sessions; related-party legal payments are governed by audit committee review .
- Binary outcomes: Strategy remains litigation-centric (Qualcomm remand, Texas trials), implying outcome-driven value realization; going concern emphasis and need for ongoing financing are persistent risks that may influence compensation decisions and insider selling windows .
Appendix: Key Tables
Pay-versus-performance (Company disclosure excerpt)
| Year | PEO SCT Total ($) | PEO Compensation Actually Paid ($) | Value of $100 Investment (TSR) | Net Income (Loss) ($000) |
|---|---|---|---|---|
| 2022 | 284,000 | (2,389,000) | 25.00 | (9,813) |
| 2023 | 455,020 | 455,020 | 17.39 | 9,515 |
| 2024 | 634,000 | 634,000 | 95.38 | (14,472) |
Beneficial ownership (as of Aug 4, 2025)
| Holder | Shares Beneficially Owned | % of Class |
|---|---|---|
| Jeffrey L. Parker | 11,170,583 (incl. 10,660,000 options exercisable within 60 days) | 8.54% |
| Shares Outstanding | 120,116,916 | — |
Board structure and committees (2024)
| Committee | Members | Chair | Notes |
|---|---|---|---|
| Audit | Rosenbaum; Litvack; Titterton | Rosenbaum | All members independent; financial experts . |
| Compensation | Titterton; Litvack; Rosenbaum | Titterton | Oversees NEO comp; retained Alliant (Dec-2024) . |
| Leadership | CEO/Chair combined (Parker); No LID | — | Independent directors meet in executive session regularly . |
Notes on disclosures:
- No executive employment contracts; equity acceleration on death/disability (50%) and change in control (100%) .
- Insider trading policy bans hedging/pledging; pre-clearance and blackout regimes; 10b5-1 plans permitted under strict governance .
- Director equity program capped at $80k for Board service (plus $20k for committees), with 2024/2025 grants detailed above .