John Harding
QorvoAbout John R. Harding
Independent director of Qorvo since 2015; age 70; currently General Partner of Harding Partners, LP (consultant in fabless semiconductor design and manufacturing) . He co-founded and served as President/CEO of eSilicon (2000–2020), was President/CEO/director of Cadence Design Systems following Cadence’s acquisition of Cooper & Chyan, and held senior roles at Zycad, TXL, and IBM . The Board has determined he is independent and an “audit committee financial expert” under SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| eSilicon Corporation | Co-founder; President & CEO | 2000–Jan 2020 | Led custom chip design/manufacturing; deep semiconductor operating experience |
| Cadence Design Systems, Inc. | President, CEO, Director | Not specified (post-acquisition of Cooper & Chyan) | Led public EDA firm; strategic and corporate development expertise |
| Advanced Micro Devices, Inc. | Director | 2012–2016 | Public company board oversight in semiconductors |
| RF Micro Devices (RFMD) | Director | 2006–2015 | Predecessor to Qorvo; industry continuity |
| Zycad; TXL; IBM | Senior/various roles | Not specified | Engineering/operations background |
| Drew University | Vice Chair, Board of Trustees | Not specified | Higher-ed governance experience |
| Indiana Univ. SPEA | Advisory Board Member | Not specified | Public policy perspective |
| U.S. Council on Competitiveness | Steering Committee Member | Not specified | National competitiveness policy input |
| National Academies Committee (Software, Growth & Future of U.S. Economy) | Member | Not specified | Technology/economic policy insight |
| Global Semiconductor Alliance | Director | 2004–2020 | Industry advocacy and standards |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Meta Materials Inc. | Director; Chair of the Board | Aug 2022–Sep 2024 | Public developer of high-performance materials/nanocomposites |
| SandFirst, Inc. | Director | Since Apr 2021 | Electronic Design Automation (EDA) company |
Board Governance
- Committee assignments: Audit Committee member; Audit Chair is Judy Bruner; other members include Harding, Christopher R. Koopmans, and Roderick D. Nelson . Harding is designated an “audit committee financial expert” .
- Independence: Qorvo’s Board determined Harding meets Nasdaq independence standards; no transactions/relationships interfering with independent judgment .
- Attendance: All directors attended the 2024 annual meeting; during FY2025, all directors attended at least 75% of Board and committee meetings (Board 15; Audit 7; Compensation 8; Governance & Nominating 9) .
- Stockholder support: At the Aug 15, 2025 annual meeting, Harding received 72,460,925 votes “For,” 2,125,094 “Against,” 106,840 “Abstain,” with 6,697,987 broker non-votes .
| Committee | Role | FY2025 Meetings | Attendance Disclosure |
|---|---|---|---|
| Audit | Member; Financial Expert | 7 | All directors ≥75% attendance |
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash (FY2025) | $103,819 | Director cash comp received in FY2025 |
| Annual Board Service Retainer | $95,000 | Applies to all directors (including Chair) |
| Committee Chair Fees (schedule) | Audit Chair $30,000; Compensation Chair $20,000; Governance & Nominating Chair $15,000 | Harding is not a committee chair in FY2025 |
| Meeting Fees | Not disclosed/none listed | As per director compensation section |
Performance Compensation
- Equity structure for non-employee directors: annual RSUs vest on the earlier of one year post-grant or the day before the next annual meeting; equity intended to align interests with stockholders .
- FY2025 grants/outstanding RSUs (director-level totals) shown below; Harding specific totals highlighted.
| Metric | Harding (FY2025) | Program Detail |
|---|---|---|
| Stock Awards (Grant-Date Fair Value) | $224,966 | FY2025 RSU award valuation under ASC 718 |
| RSUs Granted in FY2025 | 2,097 | Standard annual director RSU grant |
| RSUs Outstanding at Mar 29, 2025 | 2,097 | Unvested director RSUs at FY-end |
| Vesting Schedule | Earlier of 1 year from grant or day before next AGM | Subject to continued service |
Other Directorships & Interlocks
- Current public company boards: none disclosed for Harding in 2025; recent prior at Meta Materials (ended Sep 2024) .
- Potential interlocks or related-party transactions: Qorvo reports no related-person transactions requiring disclosure since Mar 30, 2024 . Governance & Nominating Committee oversees conflicts; Board independence review found no relationships interfering with independent judgment .
Expertise & Qualifications
- Designated “audit committee financial expert” under SEC rules; extensive CEO/operator experience in semiconductors and EDA; prior AMD board service; long-standing industry advocacy (Global Semiconductor Alliance) .
- Skills include finance/accounting oversight, corporate strategy, M&A, and technology operations .
Equity Ownership
| Item | Quantity/Value | Notes |
|---|---|---|
| Beneficially Owned Shares (as of May 30, 2025) | 5,500 | Under SEC rules; percent of class shown below |
| Shares Outstanding (as of May 30, 2025) | 93,006,671 | Basis for percent calculation |
| Ownership as % of Shares Outstanding | ~0.0059% | 5,500 / 93,006,671 |
| RSUs Outstanding (Director grant) | 2,097 | As of Mar 29, 2025 |
| Options | None disclosed | Director option awards not listed; director program uses RSUs |
| Pledging/Hedging | Prohibited by policy; none disclosed | Company policy bans hedging/pledging; applies to directors |
| Stock Ownership Guidelines | 5x annual cash retainer for directors | Within 5 years of first becoming director |
Insider Trades
| Filing Type | Filer | Date | Note |
|---|---|---|---|
| Form 4 | John R. Harding | Aug 14, 2024 | Insider ownership change filing referenced |
| Form 4 | John R. Harding | May 8, 2025 | Insider ownership change filing referenced |
Governance Assessment
- Strengths: Independence affirmed; deep semiconductor/EDA operating expertise; Audit Committee membership with “financial expert” designation bolsters financial reporting oversight; attendance expectations met; equity compensation aligns director interests; hedging/pledging prohibited; robust related-party review with no reportable related-person transactions in FY2025 .
- Shareholder support: Harding’s 2025 director election support (72.46M For vs. 2.13M Against) indicates strong backing; overall say-on-pay passed in 2025 (company-wide), though with tighter margin vs prior year, a broader governance signal the Board monitors .
- Potential conflicts/red flags: Prior external chair role at Meta Materials and ongoing SandFirst directorship are in adjacent tech domains, but Qorvo disclosed no related-person transactions and independence was affirmed; no pledging/hedging and strong conflicts governance reduce risk .
Overall, Harding presents as a technically credible, independent Audit Committee member with strong financial oversight credentials and modest equity ownership; policy frameworks (ownership guidelines, anti-hedging/pledging, conflict reviews) and attendance support board effectiveness .