Gilad Almogy
SOLAREDGE TECHNOLOGIESAbout Gilad Almogy
Gilad Almogy, age 59, was appointed as an independent director of SolarEdge on January 6, 2025. He serves on the Technology Committee and has deep operating and technology leadership experience, including as Founder/CEO of Ultima Genomics (2016–present), Founder/CEO of Cogenra Solar (acquired by SunPower in 2015), and senior roles culminating in SVP at Applied Materials (1997–2009). Almogy holds a PhD in Applied Physics from Caltech and a BSc in Mathematics and Physics from the Hebrew University Talpiot program .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ultima Genomics, Inc. | Founder & Chief Executive Officer | 2016–present | Led development of $100 genome sequencing solution, bringing technology/operations insight to SEDG |
| Cogenra Solar Inc. | Founder & Chief Executive Officer | Inception–2015 (acquired by SunPower) | Created and scaled solar venture through sale to SunPower (SPWR) |
| Applied Materials, Inc. | Various roles culminating in Senior Vice President | 1997–2009 | Large-cap public company leadership; technology/manufacturing depth |
External Roles
| Organization | Role | Public/Private | Interlocks/Notes |
|---|---|---|---|
| Current public company boards | None | — | No other public directorships disclosed |
| Ultima Genomics, Inc. | CEO | Private | Operating CEO role; no SEDG related-party transactions disclosed |
Board Governance
- Class I director; Board is phasing out classification—declassification completes at the 2026 Annual Meeting, with all directors elected annually thereafter .
- Independence: Board determined Almogy is independent under Nasdaq rules; all Audit and Compensation Committee members meet heightened independence criteria .
- Committee: Technology Committee member; the committee met four times in 2024 and includes Betsy Atkins, Guy Gecht (Chair), Gilad Almogy, and Avery More. Mandate covers oversight of technology strategy, product/manufacturing plans, quality/reliability, cyber risk, and remediation of performance shortfalls .
- Board meetings and attendance: In 2024 the Board held 13 meetings; each director attended at least 81% of Board meetings during their service period and 100% of the aggregate committee meetings for committees they served. Independent directors meet in executive session at every regular Board meeting .
- Annual meeting engagement: All members of the Board attended the Company’s 2024 annual stockholder meeting .
- Governance practices: Independent Chair separate from CEO; limits on directors’ total public boards (≤5), clawback policy for executives, anti-hedging/pledging, stock ownership and holding guidelines, quarterly cyber reporting to the Technology Committee .
Fixed Compensation
| Component | Terms | Notes |
|---|---|---|
| Cash retainers | Board member $70,000 annually; reduced to $56,000 effective July 1, 2024; reduction continued indefinitely by Board on March 25, 2025 | Committee member/Chair retainers: Audit Chair $32,500 → $26,000; Comp Chair $22,500 → $18,000; N&G Chair $15,000 → $12,000; Tech Chair $15,000 → $12,000; non-chair committee member fees reduced similarly |
| Equity—Initial RSU | $150,000 grant value upon initial appointment; vests in equal annual installments over three years | Applies to Almogy (appointed Jan 6, 2025) |
| Equity—Annual RSU (Director) | $195,000 grant value for non-employee directors; vests in full on the earlier of one-year anniversary or next AGM; prorated if service does not start at AGM | Chair annual RSU: $425,000 grant value |
| Reimbursements/Indemnification | Travel, food, lodging reimbursed; directors covered by indemnification provisions in bylaws | Vesting acceleration upon death/disability for director equity awards made starting in 2023 |
Almogy-specific recent equity vesting status:
| Item | Shares/Value | Vesting/Settlement Detail |
|---|---|---|
| RSUs vesting within 60 days of April 8, 2025 | 4,919 shares | Included in beneficial ownership; scheduled to vest/settle within 60 days of Record Date |
Performance Compensation
| Item | Metrics/Structure | Status |
|---|---|---|
| Director equity tied to performance (PSUs/options) | Performance metrics (e.g., TSR, revenue, EBITDA) | None disclosed for directors; director equity grants are RSUs with time-based vesting |
Other Directorships & Interlocks
| Person | Other Public Boards | Potential Interlocks with SEDG Stakeholders |
|---|---|---|
| Gilad Almogy | None | None disclosed; Related party transaction review policy in place; FY24 disclosed related-party transaction involved Cato Networks via former CFO; no Almogy transactions |
Expertise & Qualifications
- Education: PhD Applied Physics (Caltech); BSc Mathematics and Physics (Hebrew University, Talpiot program) .
- Board skills matrix: Almogy contributes Leadership/Executive experience, Broad International Exposure, Innovation & Technology, Independence; tenure <1 year .
- Technology/cyber oversight: Serving on Technology Committee with mandate including cyber risk review and quarterly reporting cadence at the Board level .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Breakdown/Notes |
|---|---|---|---|
| Gilad Almogy | 5,044 | <1% (*) | 125 shares directly owned; 4,919 shares issuable upon RSUs vesting/settling within 60 days of April 8, 2025. Outstanding shares basis: 59,042,917 as of April 8, 2025 |
Ownership alignment policies:
- Director stock ownership guideline: Non-employee directors must attain and maintain ownership of stock equal to five times their cash retainer; executives have separate multiples .
- Holding requirement: Until guideline met, required to hold 50% of “net profit shares” from option exercises/RSU vesting; performance-based awards and unexercised options do not count toward guideline .
- Compliance: As of Record Date, all executives/directors have met the guideline or are in compliance with the holding requirement .
- Hedging/pledging: Strict prohibition for all directors and employees on hedging, short sales, derivatives, and pledging/margin accounts .
Governance Assessment
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Strengths:
- Independent director with significant technology and manufacturing leadership; adds depth to Technology Committee oversight where product quality, reliability, and cyber risks are focal .
- No other public board seats—reduces overboarding risk; Board limits total public boards (≤5) and maintains independent Chair structure .
- Clear ownership alignment via robust director ownership guidelines and strict anti-hedging/pledging policies; compliance with holding requirements reported .
- Board and committee engagement culture: executive sessions every regular meeting; strong meeting cadence; full committee attendance among directors during service periods reported for 2024 .
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Watch items / potential conflicts:
- Current CEO role at Ultima Genomics (private) implies significant external time commitments; no related-party transactions disclosed involving Almogy, and Audit Committee pre-approves any related-person transactions under formal policy .
- Technology Committee workload is material given product/cyber topics; continued monitoring of attendance and engagement post-appointment advisable (Board 2024 metrics comprehensive but Almogy joined in 2025) .
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Compensation mix and signals:
- Cash retainers voluntarily reduced by 20% and continued indefinitely—signals cost discipline; director equity in RSUs with service-based vesting; no director PSUs/options or performance-linked metrics disclosed, limiting direct pay-for-performance alignment at the director level but consistent with market practice .
RED FLAGS: None disclosed relating to Almogy—no pledging/hedging, no related-party transactions, no attendance shortfalls reported; continued oversight warranted due to dual role as a private company CEO .