Dalia Litay
About Dalia Litay
Dalia Litay is Chief Legal Officer and Corporate Secretary at SolarEdge Technologies (SEDG), appointed effective January 1, 2025; she is 52 and holds an LL.M. in Corporate Law from NYU School of Law and an LL.B. from University of Warwick, and is admitted to both the New York and Israeli Bars . She previously served as General Counsel at ironSource (2015–2022), then led the Grow Solutions division legal team at Unity following ironSource’s merger; earlier roles include attorney positions at Meitar, Herzog Fox & Neeman, Time Inc., and Paul, Weiss (1997–2004) . She signs SEDG’s SEC filings (8-Ks) as CLO, evidencing her role and tenure, including filings dated April 10, 2025, March 3, 2025, June 5, 2025, and September 30, 2025 . Company compensation programs have emphasized pay-for-performance, with 2024 annual incentives tied 100% to Revenues and Non-GAAP Operating Income/Loss, and long-term PSUs tied to relative TSR; notably, the 2022 PSU tranche paid 0% due to below-threshold TSR performance, underscoring the environment in which she joined .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ironSource Ltd. | General Counsel | 2015–Nov 2022 | Led legal through growth and public-company processes up to merger with Unity |
| Unity (Grow Solutions division including ironSource) | Head of Legal Team | Nov 2022–2024 | Managed post-merger legal integration and divisional legal operations |
| Meitar Liquornik Geva Leshem Tal | Attorney | 2013–2015 | Corporate/tech legal advisory at leading Israeli law firm |
| Herzog Fox & Neeman | Attorney | 2004–2007 | Corporate and commercial legal practice |
| Time Inc. | Legal role | 2001–2004 | Corporate legal work within media enterprise |
| Paul, Weiss, Rifkind, Wharton & Garrison | Attorney | 1997–2001 | Corporate law training and practice at top-tier U.S. firm |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| New York Bar | Member | N/A | Admitted; supports cross-border legal competencies |
| Israeli Bar | Member | N/A | Admitted; aligns with Israel-based operations |
Equity Ownership & Alignment
- Beneficial ownership: Not listed among directors/NEOs in the 2025 proxy beneficial ownership table; specific share counts for Ms. Litay are not disclosed in the DEF 14A .
- Hedging/pledging: Company prohibits hedging and pledging for all directors and employees, supporting alignment with shareholders .
- Stock ownership guidelines: Company maintains robust stock ownership and holding guidelines for executive officers and directors; specific multiples for each role are not disclosed in the 2025 proxy .
Employment Terms
| Item | Details |
|---|---|
| Appointment | Board appointed Ms. Litay Chief Legal Officer effective January 1, 2025 |
| Role/Capacity | Signs SEC filings as Chief Legal Officer and Corporate Secretary (April 10, 2025; March 3, 2025; June 5, 2025; Sept 30, 2025) |
| Contract specifics | The 2025 proxy summarizes employment agreements for certain NEOs and legacy General Counsel, but does not disclose Ms. Litay’s individual employment agreement terms (e.g., notice period, severance, non-compete) . Israeli-based executive agreements typically include contributions to pension, severance funds, and educational funds per company practice (e.g., 8.33% severance, 6.5% savings/risk, 7.5% education, up to ~$4,000; employee contributions 6% pension, 2.5% education), but Ms. Litay’s specific elections are not disclosed . |
Performance Compensation
| Element | Design | Notes |
|---|---|---|
| 2024 Annual Incentive (Company program) | 100% weighted to Revenues and Non-GAAP Operating Income (Loss) for NEOs; payout 0% due to below-threshold performance | Framework contextual to 2024; not specific to Ms. Litay as she joined in 2025 |
| Long-Term PSUs (Company program) | Relative TSR vs. S&P 500 with payout 0–150% over 3 years; 2022 tranche paid 0% given below-threshold TSR | Demonstrates strict pay-for-performance regime |
Compensation Committee, Peer Group & Say-on-Pay Context
- Peer group: 2025 compensation peer group includes Enphase, Generac, Fluence, Wolfspeed, Curtiss-Wright, Ciena, Coherent, Array, EnerSys, ITT, MKS Instruments, Synaptics, Sensata, Rogers, Diodes, Itron, Coherent, etc. (with additions in Sept 2024) .
- Say-on-Pay: 2024 say-on-pay support was 77.1%; in response, base salaries for CEO and certain direct reports were reduced in 2024 . 2025 say-on-pay was approved by shareholders at the June 3, 2025 meeting (For: 19,049,835; Against: 2,798,385; Abstain: 48,489) .
Risk Indicators & Governance Notes
- Leadership transitions: Company risk factor notes multiple executive transitions in 2024, including replacement of long-time General Counsel by Ms. Litay on Dec 31, 2024, highlighting potential operational and retention risks during restructuring .
- Officer exculpation: 2025 proposal to amend certificate to limit officer liability for certain fiduciary claims received >92% of voting power FOR, but did not pass due to Delaware outstanding-share threshold; governance sensitivity remains high .
Investment Implications
- Alignment: Ms. Litay operates under an enterprise framework prohibiting hedging/pledging and guided by stock ownership/holding policies, signaling alignment with shareholder interests even as individual ownership and pay details are not yet disclosed in the proxy .
- Retention and execution: Appointment amid broader leadership changes and restructuring underscores the importance of legal/compliance stability; monitor upcoming proxy cycles for disclosure of her compensation structure, equity grants, and any change-in-control/severance terms to assess retention risk and potential insider selling pressure .
- Pay-for-performance context: Company incentive design ties cash bonuses to Revenues and Non-GAAP Operating Income/Loss and long-term equity to TSR; with 2022 PSUs paying 0%, future disclosures for Ms. Litay will be critical to evaluate her incentive alignment with turn-around execution and shareholder value creation .