Jacques Belin
RICHARDSON ELECTRONICSAbout Jacques Belin
Jacques Belin, age 73, is an independent director of Richardson Electronics (RELL) since October 2013. He was Managing Director of Thales Components and Subsystems from 2000–2011 (retired October 2011) and previously held roles in quality, production, operations and factory management; he holds an engineering degree from École Centrale in Paris and has spent his career in electron tubes and subsystems . He serves as a director of Reltas AG (Switzerland) since 2012, bringing deep industry experience spanning power generation, microwave, healthcare and detection technologies .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Thales Components & Subsystems | Managing Director | 2000–2011 | Led strategy, sales/marketing, administration; prior roles in quality, production, operations, factory management |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Reltas AG (Switzerland) | Director | Since 2012 | Board service; no committee specifics disclosed |
Board Governance
- Independence: The Audit Committee determined Belin is independent under Nasdaq rules; all Audit, Compensation & Governance, and Nominating Committee members are independent .
- Committee memberships: Belin serves on Audit, Compensation & Governance, and Nominating; he is not on the Executive Committee. Paul Plante chairs Audit, Compensation & Governance, and Nominating; Edward J. Richardson chairs Executive .
- Attendance and engagement: Board held four regular meetings in FY2025; each director attended at least 75% of Board and committee meetings during their service period, and seven directors attended the Annual Meeting . Audit Committee and Compensation & Governance Committee each held four meetings in FY2025 .
- Lead Independent Director and executive sessions: Paul Plante serves as Lead Independent Director, presiding over executive sessions held during each regularly scheduled Board meeting; non-management directors meet in regular executive sessions without management .
| Committee | Membership | Chair | FY2025 Meetings |
|---|---|---|---|
| Audit | Jacques Belin; James Benham; Kenneth Halverson; Robert Kluge; Paul Plante | Paul Plante | 4 |
| Compensation & Governance | Jacques Belin; James Benham; Kenneth Halverson; Robert Kluge; Paul Plante | Paul Plante | 4 |
| Nominating | Jacques Belin; James Benham; Kenneth Halverson; Robert Kluge; Paul Plante | Paul Plante | Not specified |
| Executive | Edward Richardson; Paul Plante | Edward Richardson | Did not meet in FY2025 |
Fixed Compensation
- Program structure (non-employee directors): Initial restricted stock award of $50,000; annual restricted stock award of $50,000 (fully vested at grant); quarterly retainer $4,500; Audit Committee meeting fee $1,000; Board/other committee meeting fee $750; Audit Committee chair receives additional $1,500 quarterly; Stock ownership guideline: minimum $150,000 (with $100,000 purchased outside retainer awards), to be attained by August 1, 2027; compliance confirmed annually .
- FY2025 Director Compensation (Belin): Cash fees $29,500; restricted stock awards $50,009; total $79,509 .
- FY2024 Director Compensation (Belin): Cash fees $28,750; option awards $31,650; total $60,400; the historical annual grant of 5,000 fully vested stock options to each non-employee director ceased at the close of FY2024 with adoption of the new program effective in FY2025 .
| Fiscal Year | Fees Earned or Paid in Cash ($) | Restricted Stock Awards ($) | Option Awards ($) | Total ($) |
|---|---|---|---|---|
| 2025 | 29,500 | 50,009 | — | 79,509 |
| 2024 | 28,750 | — | 31,650 | 60,400 |
Performance Compensation
- No performance-based director pay metrics disclosed (no PSUs/TSR/ESG metrics tied to director compensation). Restricted stock awards are fully vested at grant under the program; FY2024 options were standardized annual grants and ceased with the FY2025 program .
| Metric Type | Metric | Target/Definition | Status/Disclosure |
|---|---|---|---|
| Equity awards | Restricted Stock Awards | $50,000 initial; $50,000 annual; fully vested at grant | No performance conditions disclosed |
| Options (historical) | Annual stock options | Formerly 5,000 fully vested options | Ceased after FY2024; superseded by FY2025 program |
Other Directorships & Interlocks
- Public company directorships: None disclosed for Belin beyond Rellas AG (Switzerland) which is referenced without public listing status .
- Compensation Committee interlocks: Committee members are independent; none served as an officer or employee; no interlocks with other entities’ compensation committees involving company executive officers during FY2025 .
Expertise & Qualifications
- Deep domain expertise across electron tubes and subsystems; experience spans advanced power generation, microwave, healthcare, and detection technologies .
- Executive and operational leadership at Thales (strategy, sales/marketing, administration; quality, production, operations, factory management) .
- Engineering degree from École Centrale Paris .
Equity Ownership
- Beneficial ownership (as of August 8, 2025): Belin beneficially owns 34,345 shares of common stock; includes 19,000 options exercisable within 60 days, 6,000 shares of common stock, and 9,345 restricted stock awards fully vested as of July 21, 2025; percentage of common class is less than 5% .
- Stock ownership guidelines: Minimum $150,000, with $100,000 purchased outside retainer awards; compliance due by August 1, 2027; compliance status for Belin not specifically disclosed .
| Item | Amount/Detail |
|---|---|
| Shares of Common Stock (beneficially owned) | 34,345; includes components below |
| Options exercisable within 60 days | 19,000 |
| Direct common shares | 6,000 |
| Restricted stock awards (fully vested) | 9,345 (as of July 21, 2025) |
| Percent of common stock class | <5% |
| Pledging | No pledging disclosed in proxy materials |
| Ownership guideline | $150,000 minimum; $100,000 outside retainer awards; compliance by 8/1/2027 |
Governance Assessment
- Strengths
- Independent director with extensive sector-specific operating and strategic experience; sits on all three core committees (Audit, Compensation & Governance, Nominating) .
- Regular executive sessions under Lead Independent Director; committee structures and independence conform to SEC/Nasdaq standards; Audit Committee reports and processes in place .
- Director pay structure increases equity alignment (shift from options in FY2024 to fully vested restricted stock awards and clear ownership guidelines), with equity component exceeding cash fees in FY2025 .
- No related-party transactions reported for FY2025 (reduces conflict risk) .
- Considerations for investor confidence
- Combined Chair/CEO structure persists, with Lead Independent Director mitigating but not eliminating risks around board independence effectiveness .
- Concentrated voting control via Class B stock: Edward J. Richardson holds 61.4% of total voting rights, potentially constraining independent director influence in contested matters .
RED FLAGS
- Combined Chair/CEO role may reduce independent oversight despite Lead Independent Director structure .
- Supermajority voting control by a single insider (61.4% total voting rights) can limit the practical impact of independent directors’ governance actions .