John Shigley
About John Shigley
John Shigley (age 69) joined Richtech Robotics Inc.’s Board in November 2023 as an independent director; he is a retired Nevada certified public accountant with 30+ years of executive experience in large casino-hotels and holds a B.S. in Accountancy from Northern Illinois University . He is designated as an independent director under Nasdaq rules and serves as Audit Committee Chair, qualifying as an “audit committee financial expert” given his extensive finance background .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Primadonna Resorts | Chief Financial Officer | 1998–2000 | Senior finance oversight for casino resort operations |
| Caesars Palace (Las Vegas) | President | 2000–2001 | Led property operations and strategy |
| New York-New York Hotel & Casino (Las Vegas) | Executive Vice President | 2002–2005 | Executive leadership across operations |
| MGM Grand Hotel Las Vegas | Executive Vice President; Chief Financial Officer | 2005–2011 (EVP); 2005–2008 (CFO) | Finance and operational leadership at flagship property |
| MGM Vietnam | President | Mar 2011–Apr 2013 | International development and operations leadership |
| MGM Macau | Executive Vice President | May 2013–Jan 2014 | Regional operational leadership |
| MGM China | Chief Operating Officer of Gaming | Jan 2014–Feb 2019 | Oversaw gaming operations for listed subsidiary |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| None disclosed | — | — | RR’s proxy biography does not list any current public company directorships for Mr. Shigley |
Board Governance
- Independence: The Board determined John Shigley meets Nasdaq Rule 5605(a)(2) independence; he serves on the Audit Committee and is independent under SEC/Nasdaq standards for committee service .
- Committee assignments: Audit Committee (Chair; financial expert); not listed as a member of Compensation or Nominating and Corporate Governance committees .
- Attendance: FY2024 Board meetings held: 8; Mr. Shigley attended all. Audit Committee meetings: 4; all members attended. Compensation Committee meetings: 1 (Shigley not a member). Nominating & Corporate Governance meetings: 0 .
- Governance context: Founder/CEO Wayne Huang controls ~59.1% of voting power, which can limit minority investor influence despite independent oversight .
Fixed Compensation
| Component | FY 2024 | FY 2025 | FY 2026 |
|---|---|---|---|
| Annual cash retainer (Independent Director) | $0 (no cash disclosed) | $60,000 | $60,000 |
| Audit Committee Chair fee | $0 | $10,000 | $10,000 |
| Compensation Committee member fee | $0 | $5,000 (not applicable to Shigley; he is not a member) | $5,000 (not applicable to Shigley) |
| Meeting fees | Not disclosed | Not disclosed | Not disclosed |
- FY2025 total expected cash for Shigley (independent director + audit chair): $70,000 .
- FY2026 total expected cash for Shigley (independent director + audit chair): $70,000 .
Performance Compensation
| Equity Type | Grant/Value | Vesting | Performance Metrics |
|---|---|---|---|
| Class B common stock (stock award) | 12,000 shares to each non-employee director on July 1, 2024; value $14,640 to Shigley (based on market price at grant) | Not stated (stock issued as compensation) | None disclosed |
| Restricted Stock Awards (RSAs) | FY2026: 24,000 RSAs to each independent director under the Amended & Restated 2023 Stock Option Plan | Vests quarterly in equal installments beginning Nov 17, 2025 | None disclosed; time-based vesting |
- Equity plan context: The Incentive Plan allows stock options, restricted stock, and RSUs; overall share reserve 14,311,215 Class B shares with 614,754 available as of Sept 16, 2025 .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlocks/Notes |
|---|---|---|---|
| None disclosed | — | — | RR proxy does not identify other public boards for Shigley |
Expertise & Qualifications
- Retired Nevada CPA; designated audit committee financial expert by RR’s Board .
- Deep finance and operations leadership across major hospitality and gaming companies, with international experience in Vietnam, Macau, and China .
- Brings strong financial sophistication and risk oversight to the Audit Committee .
Equity Ownership
| Holder | Class A Shares | Class B Shares | % of Total Voting Power | Notes |
|---|---|---|---|---|
| John Shigley | 0 | 22,000 | <1% | Beneficial ownership per RR proxy; includes director stock awards issued |
- Pledging/hedging: RR discloses an Insider Trading Policy but does not specify hedging/pledging prohibitions in the proxy excerpts provided; no pledging by Shigley disclosed .
- Vested/unvested breakdown: Not disclosed .
Governance Assessment
- Strengths: Independent director; Audit Chair and financial expert designation; perfect attendance in FY2024 Board and Audit Committee meetings; clear cash and equity director pay framework for FY2025–FY2026 aligning compensation with ongoing service .
- Alignment: Equity grants (12,000 shares in 2024; 24,000 RSAs for FY2026) provide ownership exposure; beneficial holdings of 22,000 Class B shares though voting influence is limited due to dual-class structure and founder control .
- Red flags and watch items:
- Section 16 compliance: Shigley failed to timely file one Form 4 (administrative lapse) .
- Control risk: CEO beneficially controls ~59.1% of voting power; potential constraint on board effectiveness and minority shareholder influence .
- Related party transactions: None involving Shigley disclosed; company repaid historical related party loans to insiders/entities in FY2024, reducing conflict risk .
- Compensation structure signals: Shift from equity-only in FY2024 to cash retainer in FY2025 and combined cash + time-vested RSAs in FY2026 indicates formalization of independent director pay and stable at-risk exposure via equity; no performance-based metrics tied to director equity disclosed (time-based vesting) .