Fariborz Assaderaghi
About Fariborz Assaderaghi
Fariborz Assaderaghi is Executive Vice President, Engineering and Operations at SiTime, serving in this role since December 2020. He holds an M.S. in Electrical Engineering and a Ph.D. in Electrical Engineering and Computer Science from the University of California, Berkeley . Company performance highlights relevant to his incentive alignment include absolute TSR since the 2019 IPO up over 1,500% and revenue growth of over 40% in 2024, with significant product introductions (AI datacenter Chorus ClkSoC and Chorus Automotive) that tie to engineering execution . His compensation structure emphasizes equity-based pay and performance-linked PRSUs, aligning with stockholder returns and revenue goals .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sunrise Memory Corporation | Senior Vice President, Engineering | Mar 2020 – Dec 2020 | Led technology and product development |
| NXP Semiconductors | SVP, Innovation & Advanced Technologies | Feb 2019 – Mar 2020 | Led technical roadmaps and innovation funnels |
| NXP Semiconductors (IoT & Security) | SVP, Chief Technology Officer | Feb 2016 – Feb 2019 | Jointly responsible for leading R&D |
| InvenSense Inc. | Vice President, Advanced Technology Development | Jun 2012 – Feb 2016 | Led advanced technology development |
| SiTime; Rambus; IBM | Engineering positions | Not disclosed | Various engineering roles |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Not disclosed in 2025 proxy | — | — | — |
Fixed Compensation
| Year | Base Salary ($) | Target Bonus ($) | Actual Bonus Paid ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|---|---|
| 2022 | 330,000 | — | 181,374 | 2,522,383 | 9,763 | 3,043,520 |
| 2023 | 330,000 | — | 74,250 | 2,197,565 | 9,832 | 2,611,647 |
| 2024 | 339,167 | 330,000 (Bonus Plan target) | 660,000 (paid in RSUs) | 3,624,718 | 10,221 | 4,634,106 |
Employment offer letter initially set base salary at $330,000 with eligibility for annual performance bonus up to $165,000 (50% target) . Severance table indicates base salary as of 12/31/2024 used for severance was $220,000 (see Employment Terms), reflecting changes late in 2024 .
Performance Compensation
Annual Bonus (Executive Bonus & Retention Plan – 2024)
| Metric | Weighting | Target | Approved Performance Factors | Total Payout % of Target | Actual Payout | Vesting |
|---|---|---|---|---|---|---|
| GAAP revenue growth (corporate) + individual goals | 70% corporate / 30% individual | $330,000 | Corporate: 200%; Individual: 200% | 200% | $660,000 (paid as RSUs) | RSUs vest 50% on May 20, 2025 and 50% on Aug 20, 2025, subject to service |
PRSUs (2024 awards)
| Award Type | Metric | Grant Dates | Target Shares | Maximum Shares | Vesting / Performance Period |
|---|---|---|---|---|---|
| 2024 TSR PRSU – 2-year | Total Shareholder Return (TSR) | Mar 15, 2024; Aug 12, 2024 | 5,473 (Mar) + 5,419 (Aug for CEO; not applicable to Dr. A) — Dr. A: 5,473 | 10,946 (Mar) for Dr. A | Earned/vest based on 2-year TSR; multi-year vesting based on achievement |
| 2024 TSR PRSU – 3-year | Total Shareholder Return (TSR) | Mar 15, 2024; Aug 12, 2024 | 5,473 (Mar) | 10,946 (Mar) | Earned/vest based on 3-year TSR; multi-year vesting based on achievement |
2025 PRSUs design (forward-looking structure)
- 2025 PRSUs are solely 3-year relative TSR awards versus the Philadelphia Semiconductor Index; RSUs continue to vest 6.25% quarterly beginning Feb 20, 2025 to support retention .
Equity Ownership & Alignment
Beneficial Ownership (as of March 28, 2025)
| Holder | Shares Beneficially Owned | % of Common Stock Outstanding |
|---|---|---|
| Fariborz Assaderaghi | 17,568 | <1% (based on 23,721,534 shares outstanding) |
Outstanding Equity Awards (as of December 31, 2024; FMV uses $214.53/share)
| Category | Units Not Vested (#) | Market Value ($) | Notes |
|---|---|---|---|
| RSUs (grant footnote (10)) | 24,421 | 5,239,037 | Footnote (10) – specific grant terms as per plan |
| RSUs (footnote (4)) | 1,358 | 291,332 | 6.25% quarterly from Feb 20, 2022 |
| RSUs (footnote (5)) | 4,276 | 917,330 | 12.5% on May 20, 2023, then 6.25% quarterly thereafter |
| RSUs (footnote (3)) | 14,450 | 3,099,959 | 12.5% begin Feb 20, 2026; quarterly thereafter |
| RSUs (footnote (2)) | 8,893 | 1,907,815 | 6.25% quarterly beginning May 20, 2024 |
| PRSUs (Target, 2024 2-year) | 10,946 | 2,348,245 | Earned based on TSR achievement |
| PRSUs (Target, 2023/2024 other) | 4,276 | 917,330 | Earned based on TSR achievement |
| PRSUs (Target, 2023/2024 other) | 7,183 | 1,540,969 | Earned based on TSR achievement |
Policy alignment: SiTime does not grant stock options and disallows hedging or pledging of company stock; bonuses are paid in RSUs and clawback policy complies with Nasdaq listing standards, supporting investor alignment .
Stock Vested in Fiscal Year 2024
| Name | Shares Acquired on Vesting (#) | Value Realized on Vesting ($) |
|---|---|---|
| Fariborz Assaderaghi | 30,607 | 4,468,503 |
Employment Terms
Offer Letter and Employment Status
| Item | Details |
|---|---|
| Offer Letter Date | November 16, 2020 (Executive Vice President, Technology and Engineering) |
| Initial Base Salary | $330,000 |
| Initial Target Bonus | Up to $165,000 |
| Employment | At-will; standard proprietary information and inventions assignment agreement |
| 2024 Bonus Plan Target | $330,000 (with 70% corporate GAAP revenue goal and 30% individual goals) |
Severance and Change-of-Control Economics (Estimates as of Dec 31, 2024)
| Triggering Event | Salary ($) | Bonus ($) | Health Insurance ($) | Accelerated Vesting of Stock Awards ($) | Total ($) |
|---|---|---|---|---|---|
| Involuntary Termination | 220,000 | — | 24,882 | 6,575,988 | 6,820,870 |
| Change of Control and Involuntary Termination | 440,000 | 330,000 | 49,763 | 13,107,139 | 13,926,902 |
Change-of-control treatment for PRSUs: if CoC occurs during the performance period, goals are recalculated based on deal consideration; with an Involuntary Termination within 3 months prior to or 12 months post-CoC, earned-but-unvested shares accelerate and recalculated eligible shares accelerate (double trigger) . Market values in the severance table use $214.53 closing price on Dec 31, 2024 .
Key Policy Provisions
- No stock options or option-like instruments granted .
- No hedging or pledging permitted; no change-in-control tax gross-ups .
- Bonuses for named executive officers are paid in RSUs; rigorous stock ownership guidelines in place (details not quantified) .
- Clawback policy complies with Nasdaq listing standards .
Performance & Track Record
- Corporate highlights for 2024 included absolute TSR since IPO up over 1,500%, revenue growth over 40% YoY, and introduction of eight new platforms (including AI datacenter Chorus ClkSoC and automotive clock generators with FailSafe Technology) .
- 2025 PRSUs redesigned to a three-year relative TSR structure versus the Philadelphia Semiconductor Index, reflecting investor feedback and longer-term alignment .
Compensation Structure Analysis
- Equity-heavy mix: RSUs with time-based quarterly vesting and multi-year TSR PRSUs comprise a significant share of total compensation, supporting pay-for-performance .
- Annual bonuses paid in RSUs with short vesting windows (May 20 and Aug 20, 2025), increasing near-term vesting supply and potential selling pressure around those dates .
- Base salaries adjusted in December 2024; compensation committee kept base salaries and target bonus percentages unchanged in Feb 2025, signaling stability of cash components .
Equity Ownership & Alignment Commentary
- Beneficial ownership of 17,568 shares (<1%) indicates limited direct ownership vs. reliance on unvested RSUs/PRSUs to drive alignment .
- Significant unvested RSUs and PRSUs provide strong retention incentives; quarterly vesting cadence on Feb 20/May 20/Aug 20/Nov 20 creates recurring vest supply .
- Prohibition on hedging/pledging and clawback adoption mitigate misalignment risks .
Employment & Contracts
- At-will employment with IP assignment agreements; offer letter details initial comp structure .
- Severance provides 12 months salary upon Involuntary Termination and 24 months salary plus target bonus upon CoC + Involuntary Termination, with substantial accelerated vesting of equity, reinforcing retention and alignment during strategic events .
Investment Implications
- High alignment: PRSUs tied to TSR and bonus tied to GAAP revenue with RSU settlement signal strong linkage to shareholder outcomes; clawback and no pledging/hedging further support governance quality .
- Retention risk appears low near term due to large unvested RSU/PRSU balances and quarterly vest cadence; watch Form 4s around May 20/Aug 20 2025 for potential selling around bonus RSU vesting .
- Cash comp is modest relative to equity; severance CoC economics include meaningful accelerated vesting, which could influence behavior in strategic transactions (double-trigger provisions for PRSUs) .
- Execution credibility supported by engineering-led product launches in 2024 (AI datacenter/automotive platforms) and corporate TSR/revenue momentum, aligning his role with value creation levers that drive incentive payout .