Timothy Saxe
About Timothy Saxe
Timothy Saxe (Ph.D.) is Senior Vice President, Engineering and Chief Technology Officer at QuickLogic. He joined the Company in May 2001 and has served as CTO since November 2008, with his current SVP Engineering & CTO title since August 2016; he is 69 years old and holds a B.S.E.E. from North Carolina State University and M.S.E.E. and Ph.D. in Electrical Engineering from Stanford University . Company performance over the last three fiscal years shows revenue of $16.18M (FY22), $21.20M (FY23), and $20.11M (FY24) , EBITDA of ($3.05M), $1.28M, and ($0.52M)*, and total shareholder return index values of 97.35 (FY22), 365.70 (FY23), and 192.95 (FY24) .
*Values retrieved from S&P Global.
Company Performance (FY 2022–FY 2024)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | $16,180,000 | $21,198,000 | $20,112,000 |
| EBITDA ($USD) | ($3,053,000)* | $1,277,000* | ($518,000)* |
| TSR (Value of initial fixed $100 investment) | 97.35 | 365.70 | 192.95 |
*Values retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| QuickLogic | VP Engineering; VP Software Engineering; SVP & CTO | 2001–present | Led engineering and technology strategy; elevated to CTO in 2008 and SVP Engineering & CTO in 2016 . |
| GateField (formerly Zycad) | Founder of semiconductor manufacturing division; CEO | 1983–2000 (CEO from 1999–2000) | Founded and built semiconductor division; led Company through acquisition by Actel . |
| Actel | VP FLASH Engineering | Nov 2000–Feb 2001 | Led FLASH engineering post-acquisition of GateField . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| GateField (Zycad) | Various engineering/executive roles culminating as CEO | 1983–2000 | Drove semiconductor tools/services growth; created manufacturing division; positioned for sale to Actel . |
| Actel | VP FLASH Engineering | 2000–2001 | Integrated acquired assets and led FLASH engineering following GateField acquisition . |
Fixed Compensation
| Element | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary ($) | $276,640 | $287,706 |
| Target Bonus % of Salary | 50% | 50% |
| Target Bonus ($) | $138,320 | $143,853 |
| Actual Bonus Paid – Non‑Equity Incentive ($) | $171,705 | $32,519 |
| Perquisites | $9,000 car allowance | $9,000 car allowance |
Performance Compensation
Annual Cash Incentive (2024 – Bonus Plan Design and Results)
| Metric | Weighting | Target | Actual Achievement | Payout Factor | Resulting Payout vs Target |
|---|---|---|---|---|---|
| Revenue | 50% | $26.87M | Achieved 75% of target revenue cash incentive | Factor range 0–2.75 based on revenue (actual factor not disclosed) | Equal weighting considered; Committee states 50% payout component for revenue |
| Proforma Operating Income | 50% | $5.9M | Achieved 16% of target operating income cash incentive | Factor range 0–5.00 based on operating income (actual factor not disclosed) | Equal weighting considered; Committee states 0% payout component for operating income |
| Net Outcome | — | — | — | — | Net performance payout based on 25% achievement of performance targets |
Equity Awards (RSUs)
| Grant Date | Type | Shares Granted | Grant Date Fair Value ($) | Vesting Schedule |
|---|---|---|---|---|
| Sep 13, 2024 (approved Aug 8, 2024) | RSU | 53,613 | $410,139 | 50% vests at 1-year anniversary (Sep 13, 2025); 50% at 2-year anniversary (Sep 13, 2026), subject to service |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership (as of Mar 10, 2025) | 107,339 shares; <1% of class |
| RSUs Outstanding (Not Vested, FY24 YE) | 16,408 (Aug 24, 2023 grant, 50%/50% over two years); 37,205 (Sep 13, 2024 grant, 50%/50% over two years) |
| Options Outstanding | 6,222 exercisable at $12.05; expires Sep 7, 2026; vesting: 25% after one year from Sep 8, 2016, then 1/48 monthly |
| Options Intrinsic Value (FY24 YE) | Stock closed at $9.86 on Dec 27, 2024, so options had no intrinsic value (exercise price $12.05) |
| ESPP Participation (Cumulative Since Adoption) | 20,006 shares purchased |
| Stock Ownership Guidelines | Company does not mandate ownership multiples for NEOs |
| Hedging/Pledging | Hedging and pledging prohibited by insider trading policy; pledging requires prior written consent and is generally prohibited |
Employment Terms
| Provision | Terms |
|---|---|
| Start Date at QuickLogic | May 2001 |
| Current Role Tenure | CTO since Nov 2008; SVP Engineering & CTO since Aug 2016 |
| Change-of-Control (CoC) | Double-trigger; severance payable only upon involuntary termination in connection with CoC |
| Severance (CoC – Illustrative as of Dec 29, 2024) | Base salary $287,706; incentive cash comp $143,853; other benefits $23,676 (COBRA + $9,000 car allowance); equity awards acceleration value $528,624 |
| Equity Vesting (CoC) | Full acceleration of outstanding equity awards granted prior to CoC; 3-month post-termination option exercise window |
| 280G “Best-Net” Cutback | Benefits delivered either in full or cut to avoid excise tax, whichever yields best after-tax outcome (no tax gross-ups) |
| Clawback | SEC/Nasdaq-compliant clawback policy effective Nov 30, 2023 covering equity and cash incentives for Section 16 officers in case of accounting restatement |
| Non-Compete / Non-Solicit / Garden Leave | Not disclosed in proxy or 10-K (no mention of non-compete/non-solicit/garden leave terms). |
Outstanding Equity Awards (FY24 Year-End)
| Award Type | Count | Market/Payout Value | Key Terms |
|---|---|---|---|
| Options (exercisable) | 6,222 | $0 intrinsic value at $9.86 stock price vs $12.05 strike | Expiry 9/7/2026; vesting: 25% after one year from 9/8/2016, then 1/48 monthly |
| RSUs (Aug 24, 2023 grant) | 16,408 | $161,783 | 50% vest 1-year post-grant; 50% at 2-year anniversary |
| RSUs (Sep 13, 2024 grant) | 37,205 | $366,841 | 50% vest 1-year post-grant; 50% at 2-year anniversary |
Compensation Structure Analysis
- 2024 pay mix shifted toward equity with RSUs and lower cash incentive versus 2023, consistent with a pay-for-performance design where operating income shortfall reduced cash payouts (actual non‑equity incentive $32,519 in 2024 vs $171,705 in 2023) .
- Committee used a technology-focused peer group for benchmarking and maintains anti-repricing provisions; repricing of options/SARs requires stockholder approval .
- Burn rate averaged 3.5% (2022–2024) and fully diluted overhang ~10.4% inclusive of proposed new shares, indicating ongoing equity usage for retention and alignment .
Related Party Transactions and Governance
- No related party transactions requiring disclosure in FY2024 .
- Saxe serves on the Equity Incentive Committee (with the CEO), delegated to grant options/RSUs to non-executives within set limits, which can affect broad-based retention and dilution dynamics .
Investment Implications
- Alignment: Material RSU holdings with scheduled vesting through 2026 and ESPP participation support alignment; hedging/pledging prohibitions reduce misalignment risk .
- Retention: Double‑trigger CoC protection (1x salary + 1x target bonus plus equity acceleration) is standard for small-cap tech and should mitigate flight risk during strategic events .
- Selling Pressure: Upcoming RSU vesting dates (Aug 24, 2025; Sep 13, 2025; Sep 13, 2026) may create periodic supply, though options appear out‑of‑the‑money at FY24 year‑end, limiting incremental option‑driven sales .
- Performance Linkage: 2024 bonus outcomes reflect shortfalls vs operating income targets, indicating cash at‑risk is enforced; TSR volatility and EBITDA losses in FY24* warrant monitoring of execution on eFPGA/IP growth thesis .
*Values retrieved from S&P Global.