Steven M. West
About Steven M. West
Steven M. West, age 69, is Chair of the Board at D-Wave Quantum Inc. (QBTS) and has served as a director since June 29, 2009. He is independent under NYSE standards and currently chairs the Nominating & Governance Committee while serving on the Audit Committee. West is a 40-year IT and media veteran; founder and managing partner of Emerging Company Partners LLC (since Feb 2004), with prior leadership roles including CEO of Entera, President & CEO of Hitachi Data Systems, and Group Executive at EDS; he previously served on public boards Cisco Systems (1996–2019; Audit Committee Chair; Finance Committee member) and Autodesk (2008–2018; Audit Committee member; Compensation Committee Chair). He is a licensed Broadcast Engineer (FCC) and a member of SBE and IEEE .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Entera | Chief Executive Officer | Not disclosed | Led Internet content delivery firm acquired by Blue Coat Systems |
| Hitachi Data Systems | President & CEO | Not disclosed | Executive leadership in enterprise IT |
| EDS | Group Executive | Not disclosed | Senior operating role in global IT services |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Emerging Company Partners LLC | Founder & Managing Partner | Feb 2004–present | Advises early-stage technology firms |
| Cisco Systems | Director | 1996–2019 | Audit Committee Chair; Finance Committee member |
| Autodesk | Director | 2008–2018 | Audit Committee member; Compensation Committee Chair |
| Delta-Q Technologies | Director | Not disclosed | Board service (private company) |
| Bycast Inc. | Director | Not disclosed | Board service (private company) |
| FCC | Licensed Broadcast Engineer | Not disclosed | Professional credential |
| SBE / IEEE | Member | Not disclosed | Professional affiliations |
Board Governance
- Board roles: Chair of the Board; Chair, Nominating & Governance Committee; Member, Audit Committee .
- Independence: Determined independent by the Board under NYSE standards .
- Attendance: Board met 10 times in 2024; each director attended at least 75% of Board and committee meetings during service .
- Executive sessions: Independent directors meet every regular Board meeting without management; the Chair (West) presides .
- Risk oversight: Board oversees strategic and cybersecurity risks; Audit Committee oversees major financial risk exposures and compliance .
- Committee composition snapshot (2024): Audit (members: Biscay—Chair, Holt, West), Compensation (members: DiLullo—Chair, Ghai, Nielsen), Nominating & Governance (members: West—Chair, Ghai, Nielsen); Cybersecurity Committee established to advise on cybersecurity .
Fixed Compensation
| Component | Amount | Timing/Notes |
|---|---|---|
| Fees Earned or Paid in Cash (2024) | $54,750 | Quarterly installments; no per-meeting fees |
| Stock Awards (2024) | $127,951 | RSUs; vest 100% on May 31, 2025 |
| Total (2024) | $182,701 |
Director policy highlights: Standard annual cash retainer $35,000; additional retainers: Chair of Board $30,000; Audit Chair $20,000; Compensation Chair $15,000; Nominating & Governance Chair $15,000; Cybersecurity Chair $15,000; non-chair committee members $8,000; annual RSU grant valued at $140,000 (trailing average price); new eligible directors also receive 7,500 RSUs vesting May 31, 2025; option to elect RSUs in lieu of cash after the Annual Meeting .
Performance Compensation
| Metric/Design | Disclosure | Notes |
|---|---|---|
| Director equity grant design | Time-based RSUs; generally annual vesting | No performance-conditioned metrics disclosed for director RSUs; West’s 2024 RSUs vest May 31, 2025 |
Other Directorships & Interlocks
| Company | Type | Role | Interlock/Notes |
|---|---|---|---|
| Cisco Systems | Public | Former Director (1996–2019); Audit Chair; Finance Committee | Current QBTS director Roger Biscay is SVP & Treasurer at Cisco—implies network familiarity, not a disclosed related-party transaction |
| Autodesk | Public | Former Director (2008–2018); Compensation Chair; Audit member | No current QBTS interlock disclosed |
| Delta-Q Technologies | Private | Director | No related-party exposure disclosed in proxy – |
| Bycast Inc. | Private | Director | No related-party exposure disclosed in proxy – |
Expertise & Qualifications
- 40-year technology operator and board veteran across North America, Asia, Europe; prior CEO and senior executive roles in enterprise IT .
- Deep audit/compensation committee experience at large-cap public companies (Cisco, Autodesk) .
- Technical credentials (FCC licensed broadcast engineer; SBE/IEEE member) support oversight of complex technology risk .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Beneficial Ownership (Common Shares) | 572,329 | Includes Emerging Company Partners LLC and D-Wave options |
| Ownership % of Voting Power | <1% | Asterisked by company as less than one percent |
| Options Outstanding (12/31/2024) | 311,973 | |
| RSUs Outstanding (12/31/2024) | 106,626 | Vest 100% on May 31, 2025 |
| Hedging/Pledging | Prohibited by Insider Trading Policy | Directors prohibited from hedging or pledging company stock |
Insider Trades & Compliance
| Item | Status | Notes |
|---|---|---|
| Section 16(a) compliance (2024) | No late filings disclosed for West | Company notes late Form 4s for other individuals; West not cited |
Governance Assessment
- Board effectiveness: West’s dual role as independent Chair and Nominating & Governance Chair indicates strong governance focus; Audit Committee membership further supports financial oversight .
- Independence and engagement: The Board affirms his independence; directors met frequently in 2024 with expected attendance thresholds met; executive sessions led by West reinforce independent board discussions .
- Alignment and incentives: Director pay mix includes annual RSUs (time-based), with the ability to take equity in lieu of cash, fostering alignment; beneficial ownership present but modest relative to outstanding shares; hedging/pledging prohibited—a positive alignment signal .
- Conflicts/related parties: Proxy discloses related-party transaction policies and enumerates transactions, none involving West; historical connection to Cisco is noted, while current interlock risk is limited to network ties (with Cisco executive Biscay), not a disclosed conflict or transaction – .
- Risk indicators: 2023 restatement was non-operational and did not trigger clawback; Audit Committee reported active oversight; no legal proceedings or pledging concerns tied to West disclosed .
RED FLAGS: None disclosed specific to West. Monitor for potential perception risk given Cisco network ties (Biscay current executive; West former board) though no transactions/conflicts are disclosed in the proxy; continue to review future related-party disclosures and committee independence assertions –.