Sonita Lontoh
About Sonita Lontoh
Independent director of Sunrun (RUN) since 2021; age 49 as of April 15, 2025. Background spans senior leadership roles in energy technology and digital manufacturing, including HP Inc (Global CMO, Personalization/3D Printing), Siemens AG, Trilliant, and PG&E. Education: BS in Industrial Engineering & Operations Research (UC Berkeley), MEng in Supply Chain & Logistics (MIT), MBA (Kellogg). Extensive board and governance credentials (NACD Directorship Certified, NACD Climate Governance Certified, NACD Cyber Risk Oversight Certified; Stanford Directors College; HBS Audit & Compensation courses). Selected for expertise in energy industry, digital transformations, product marketing, data, innovation, and global growth .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| HP Inc. | Global CMO, Personalization, 3D Printing & Digital Manufacturing | 2018–2022 | Led global product marketing and digital manufacturing growth |
| Siemens AG | Senior executive (automation, smart energy, digitalization) | Prior to HP | Energy tech and digitalization leadership |
| Trilliant | Senior executive (IoT/smart grid) | Prior to Siemens | Smart grid solution expansion |
| PG&E | Early career roles | Early career | Energy industry operations exposure |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| TrueBlue, Inc. (NYSE: TBI) | Independent Director | 2021–present | Initial Form 3 filed Oct 2021 (no holdings at appointment) |
| UC Berkeley Jacobs Institute for Design Innovation | Advisory Board Member | Current | Design/innovation advisory |
| NACD Blue Ribbon Commission on Board Culture | Member | Current | Governance thought leadership |
| NACD/WEF/CGI Climate Advisory Council | Member | Current | Climate governance expertise |
Board Governance
- Committees: Audit Committee member; Compensation Committee member. Not a chair. Audit Committee chair is John Trinta; Compensation Committee chair is Katherine August‑deWilde .
- Independence: Board determined Lontoh is independent under Nasdaq listing standards; Audit and Compensation Committees are entirely independent, and Audit Committee members meet financial literacy requirements .
- Attendance: In FY2024, each director attended at least 75% of Board and committee meetings; all then‑serving directors attended the 2024 annual meeting .
- Lead Independent Director role active (Alan Ferber) and executive sessions noted, reinforcing independent oversight .
Fixed Compensation (Director)
| Component (FY2024) | Amount | Detail |
|---|---|---|
| Annual Board cash retainer | $70,000 | Non‑employee director policy |
| Audit Committee membership fee | $12,500 | Non‑chair member |
| Compensation Committee membership fee | $9,000 | Non‑chair member |
| Meeting fees (beyond 6 per year) | $0 disclosed | $1,000 per meeting beyond six; none itemized for Lontoh |
| Total cash fees (FY2024) | $91,500 | Reported for Lontoh |
Performance Compensation (Director)
| Equity Element | Grant Date | Number of RSUs | Grant Date Fair Value | Vesting |
|---|---|---|---|---|
| Annual RSU award | Jan 2, 2024 | 11,920 | $231,963 | 100% vests Jan 1 following grant; these RSUs vested Jan 1, 2025 |
| Policy parameters | Annual | Value target $180,000 | — | Fixed‑value RSUs; no performance awards for directors |
Note: Sunrun’s non‑employee director program emphasizes equity, uses fixed‑value annual RSUs with one‑year vesting, prohibits perquisites and performance awards, and sets robust stock ownership guidelines (5x cash retainer) .
Other Directorships & Interlocks
| Company | Role | Committee Roles (if disclosed) | Interlock/Conflict Notes |
|---|---|---|---|
| TrueBlue, Inc. (TBI) | Independent Director | Not disclosed in RUN proxy | Form 3 filed at appointment; no interlocks reported at RUN |
| RUN Compensation Committee | Member | RUN | No compensation committee interlocks; none of RUN executives served on boards whose executives served on RUN’s comp committee |
Expertise & Qualifications
- Energy and technology: Senior roles at Siemens, Trilliant, PG&E; HP digital manufacturing marketing leadership .
- Governance certifications: NACD Directorship, Climate Governance, Cyber Risk Oversight; Digital Directors Network cybersecurity; Stanford Directors College; HBS Audit & Compensation courses .
- Education: BS (UC Berkeley IEOR), MEng (MIT Supply Chain & Logistics), MBA (Kellogg) .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Total beneficial ownership | 24,153 shares | Less than 1% outstanding |
| RSUs outstanding at 12/31/24 | 11,920 | Vested fully on Jan 1, 2025 |
| Ownership guidelines compliance | In compliance | All non‑employee directors compliant as of end‑2024 (5x retainer guideline) |
| Hedging/pledging | Prohibited | Insider trading policy prohibits hedging and pledging for directors |
Governance Assessment
- Positive signals:
- Dual membership on Audit and Compensation committees; Audit Committee financial literacy affirmed by Board .
- Independence confirmed; robust director ownership guidelines and compliance .
- Equity‑heavy director pay structure with fixed‑value RSUs (no performance awards), aligned with shareholder interests; prohibition on repricing, liberal share counting, dividends on unvested awards; clawback policy broadened in 2025 .
- No related‑party transactions involving directors/officers since start of last fiscal year; explicit Audit Committee oversight of any such transactions .
- Potential concerns/monitoring:
- Attendance disclosure is aggregate (≥75% for all directors) rather than director‑specific; continue to monitor individual attendance trends .
- Equity dilution managed but ongoing equity usage warrants periodic review (burn rate, overhang) at Board level; not specific to Lontoh but relevant to governance context .
Overall, Lontoh’s independent status, audit and compensation committee service, deep energy/technology background, and compliance with alignment policies support board effectiveness and investor confidence; no red‑flag conflicts or related‑party exposures are disclosed .