Michael Loparco
SANMINAAbout Michael J. Loparco
Independent, non‑employee director of Sanmina appointed March 10, 2025; age 53 at appointment . Former Symbotic CEO (2022) and senior Jabil executive; licensed attorney with a JD from Stetson University and BA in International Business from Eckerd College . Sanmina’s Board states non‑employee directors are assessed for independence under Nasdaq rules, with committees composed solely of independent directors .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Symbotic Inc. | Chief Executive Officer | 2022 | Led company’s successful IPO |
| Symbotic Inc. | Special Advisor to Board | 2022–2023 | Advisory capacity post‑CEO |
| Jabil Inc. | CEO, Electronics Manufacturing Services (EMS) segment | 2020–2022 | Led global EMS; growth, supply chain, digital transformation |
| Jabil Inc. | EVP, Executive Head of Enterprise IT & Supply Chain Strategy | 2020–2022 | Enterprise IT, global procurement and supply chain strategy |
| Jabil Inc. | CEO, Engineered Solutions Group | Prior to EMS role | Technology roadmaps; complex supply chains; OEM/JDM partnerships |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| iRobot Corporation | Director | Since Aug 2024 | Compensation & Talent Committee member |
| Illumus | Director | Current | Board service (as disclosed) |
| E2IP Technologies | Director | Current | Board service (as disclosed) |
| Awz Ventures | Strategic Advisor | Current | Advisor role |
Board Governance
- Appointment and seating: Board appointed Loparco on March 10, 2025; his name appears among directors signing the FY2025 Form 10‑K .
- Committee composition: Current Sanmina committee membership shows Loparco listed as Director without committee assignments; Audit (Chair: Susan A. Johnson), Compensation (Chair: Joseph G. Licata Jr.), Nominating & Governance (Chair: Krish Prabhu) .
- Attendance and engagement: In FY2024, all directors met ≥75% attendance and 100% attended the 2024 Annual Meeting; board holds executive sessions of independent directors .
- Policies: Directors subject to stock ownership guidelines (4x cash retainer within 3 years) and prohibited from hedging/pledging Sanmina stock .
Fixed Compensation
| Component | Amount/Terms | Notes |
|---|---|---|
| Annual cash retainer (Director) | $80,000 | Standard non‑employee director cash retainer |
| Committee membership fee | $10,000 | Per committee membership (Audit, Compensation, NGC) |
| Committee chair fee | Audit $30,000; Compensation $25,000; NGC $15,000 | Additional to membership fee |
| Lead Independent Director fee | $40,000 | For duties (if applicable) |
| Cash retainer conversion option | Allowed | Directors may convert cash retainers to RSUs vesting in one year or upon retirement |
Performance Compensation
| Equity Type | Grant Value | Vesting | Performance Linkage |
|---|---|---|---|
| RSUs (annual) | $180,000 | 25% vests on each of the first four quarterly anniversaries of grant | Time‑based; no performance metrics tied to director equity |
Item 5.02 8‑K confirms Loparco will receive cash and equity compensation per Sanmina’s non‑employee director arrangements .
Other Directorships & Interlocks
| Company | Relationship to SANM | Potential Interlock/Conflict Signal |
|---|---|---|
| iRobot (Director) | Customer/partner exposure possible in electronics ecosystem | Information flows; standard multi‑board service; no related‑party transactions disclosed at SANM |
| Illumus; E2IP Technologies (Director) | Private/tech manufacturing ecosystem | Board roles; no SANM related‑party transactions disclosed |
| Jabil (Former executive) | Direct EMS competitor to Sanmina | Prior competitor affiliation; now a former role; independence assessed under Nasdaq rules |
Expertise & Qualifications
- 25+ years leading global manufacturing, supply chain management, enterprise IT, and M&A; EMS segment leadership at Jabil .
- Legal training (JD, Stetson) and licensed attorney; international business BA (Eckerd) .
- Technology/automation experience via Symbotic; multi‑industry OEM/JDM partner engagement .
Equity Ownership
| Date | Filing/Source | Beneficial Ownership Detail |
|---|---|---|
| March 10, 2025 (appointment) | Form 3 | Initial statement: “No securities are beneficially owned.” |
| March 19, 2025 | Form 4 (filed) | Form 4 filed reflecting stock award grant activity; details reported in filing |
- Director ownership guidelines: Must reach 4x cash retainer within 3 years; hedging and pledging prohibited for directors .
Governance Assessment
- Board effectiveness: Robust committee structure with independent chairs and executive sessions; cybersecurity and ESG oversight embedded in board/committee charters .
- Independence and conflicts: Loparco is a non‑employee director; board applies Nasdaq independence standards. No SANM related‑party transactions disclosed involving Loparco; Sola family related‑party employment is monitored by Audit Committee .
- Director pay alignment: Mix of cash and time‑based RSUs with ownership/holding requirements; no hedging/pledging allowed—supports alignment .
- Shareholder signals: 2025 say‑on‑pay support equaled 40,402,418 for vs. 8,933,050 against; equity plan increase approved (45,948,744 for). Both votes suggest investor acceptance of governance/comp programs . FY2024 say‑on‑pay support was ~80% .
- RED FLAGS: None specific to Loparco disclosed; note prior competitor employment (Jabil) as a monitoring point for potential informational sensitivities; governance policies address independence and conflicts .
Insider Trades (Director‑level filings)
| Date | Form | Key Disclosure |
|---|---|---|
| March 17, 2025 (filed) | Form 3 | No beneficial ownership at appointment; POA filed |
| March 19, 2025 (filed) | Form 4 | Statement of changes in beneficial ownership (stock award grant); see Form 4 details |
Appendix: Director Compensation Context (SANM FY2024)
| Metric | FY2024 Amount | Notes |
|---|---|---|
| Non‑employee director RSU grant value | $180,022 | Per‑director grant date fair value in compensation table |
| Director cash fees | See structure above | Board retainer; committee/lead‑independent fees |
| Example director totals | $270,022–$345,022 | Range from compensation table (varies with chair/lead roles) |
Sources
- Sanmina DEF 14A (Jan 24, 2025): Board independence, committee structure, director compensation, policies, attendance, say‑on‑pay .
- Sanmina 8‑K (Mar 14, 2025): Appointment of Loparco; age; background; vote results .
- Sanmina press release (Exhibit 99.1): Education; other boards; background .
- Sanmina FY2025 10‑K signatures: Loparco listed as director .
- Sanmina IR Governance page: Committee composition showing Loparco as Director (no listed committee roles) .
- iRobot 2025 Proxy: Loparco’s iRobot board role and committee membership .
- Form 3 (initial ownership): No beneficial ownership .
- Form 4 (filed): Stock award grant activity .