William G. Bock
SILICON LABORATORIESAbout William G. Bock
William G. Bock (age 74) is an independent director of Silicon Laboratories (SLAB). He currently chairs the Audit Committee and serves on the Compensation Committee; the Board has determined he is independent and an audit committee “financial expert.” He has served on SLAB’s board since 2011 (originally joined in 2000), served as SLAB’s CFO (2006–2011), interim CFO (early 2013), and President (mid‑2013 to early 2016). He holds a B.S. in Computer Science (Iowa State) and an M.S. in Industrial Administration (Carnegie Mellon) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Silicon Laboratories | Chief Financial Officer | 2006–2011 | Joined management from board; deep financial oversight and internal control familiarity . |
| Silicon Laboratories | Interim CFO | Early 2013 | Bridged finance leadership transition; continued oversight of reporting . |
| Silicon Laboratories | President | Mid‑2013–Early 2016 | Operational leadership; execution in core markets . |
| CenterPoint Ventures | Partner (VC) | Prior to SLAB exec roles | M&A/board experience and capital markets expertise . |
| Dazel, Tivoli Systems, Convex Computer | Senior executive roles | Prior to VC | Systems/software operating experience . |
| Texas Instruments | Early career | — | Semiconductors/engineering foundation . |
External Roles
| Company | Role | Notes |
|---|---|---|
| SolarWinds (NYSE: SWI) | Chairman of the Board | Announced agreement to be acquired; not expected to be public after Q2 2025 . |
| N‑able (NYSE: NABL) | Chairman of the Board | Ongoing public company leadership . |
| SailPoint Technologies (NASDAQ: SAIL) | Director | Listed as current board role in proxy . |
Board Governance
| Item | Detail |
|---|---|
| Independence | Board determined Bock is independent under Nasdaq rules . |
| Committee assignments | Audit Committee (Chair); Compensation Committee (Member) . |
| Audit Committee financial expert | Board determined Bock (and Luther) qualify as “audit committee financial experts” (Item 407, Reg S‑K) . |
| Board meetings (2024) | 4 meetings; each incumbent director attended at least 75% of Board and committee meetings on which they served . |
| Committee meetings (2024) | Audit: 6 meetings; Compensation: 5 meetings . |
| Executive sessions (2024) | Independent directors met in executive session 4 times; Lead Independent Director is Sumit Sadana . |
| Annual meeting attendance | All directors in office attended the 2024 annual meeting . |
Fixed Compensation (Director Pay)
| Component | 2024 Amount/Terms |
|---|---|
| Annual cash retainer (director) | $55,000 per year . |
| Committee chair/member fees | Audit Chair: +$25,000; Audit Member: +$9,000; Compensation Chair: +$25,000; Compensation Member: +$9,000; Nominating Chair: +$10,000; Nominating Member: +$5,000; Finance Chair: +$10,000; Finance Member: +$5,000; Lead Director: +$20,000; Board Chair: +$20,000 . |
| Equity (annual grant) | RSUs sized to $200,000 grant date fair value for each non‑employee director; $255,000 for Board Chair; grant sized by 30‑day average price; vest on earlier of 1 year from grant or day before next annual meeting . |
| 2024 Director grant sizing | Bock received 1,475 RSUs on 2024 annual meeting date (Bock, Lowe, Sadana, Luther, Richardson, Wyatt each received 1,475 RSUs; Chair Sooch received 1,880 RSUs) . |
| Reimbursements | Reasonable out‑of‑pocket expenses for board/committee meetings reimbursed . |
| 2024 Director Compensation (Bock) | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 86,057 |
| Stock Awards (RSUs, grant date fair value) | 173,313 |
| Total | 259,370 |
Performance Compensation
- Non‑employee director compensation at SLAB is time‑based (RSUs). SLAB does not use performance‑vesting equity or options for directors in 2024; performance metrics (e.g., revenue CAGR, non‑GAAP OI margin) apply to executive PSUs, not director pay .
Other Directorships & Interlocks
| Topic | Disclosure |
|---|---|
| Current public boards | SolarWinds (Chair), N‑able (Chair), SailPoint Technologies (listed as NASDAQ: SAIL in proxy) . |
| Compensation Committee interlocks | None; SLAB discloses no Compensation Committee interlocks and insider participation . |
Expertise & Qualifications
- Audit/finance expertise (SEC “financial expert”) and long‑tenured CFO/President experience at SLAB; broad M&A, venture and public board experience across systems, software and semiconductors .
- Technical background (B.S. Computer Science), advanced management training (M.S. Industrial Administration) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding |
|---|---|---|
| William G. Bock | 30,640 | <1% (percent not individually shown; “*” denotes <1%) |
- Ownership basis: 32,472,957 shares outstanding as of Feb 15, 2025 (percentages computed per SEC method) .
- Stock ownership guidelines: Directors must hold SLAB equity equal to 4x annual cash retainer (phased in) .
- Hedging/pledging: Insider Trading Policy prohibits certain hedging and pledging transactions by directors, officers and employees .
Governance Assessment
-
Strengths
- Audit Chair and designated audit committee financial expert; signed the Audit Committee Report recommending inclusion of audited financials in the 10‑K, indicating active oversight of financial reporting and auditor independence .
- Independent director with deep SLAB operating history (former CFO and President), providing continuity and domain expertise; formally identified as independent by the Board .
- Attendance/engagement: Board met 4x; committees (Audit 6x, Compensation 5x); all incumbent directors met ≥75% attendance and all directors attended the 2024 annual meeting .
- Shareholder alignment signals: Non‑employee director equity in RSUs, director ownership guidelines at 4x retainer .
-
Watch items / risk indicators
- External time commitments: Simultaneous service as Chair at SolarWinds (pending take‑private) and Chair at N‑able; monitor bandwidth and potential information flow interlocks as market conditions evolve .
- Auditor transition and prior control issue: Audit Committee (chaired by Bock) dismissed EY and appointed Deloitte in March 2025; EY’s report for FY2023 cited a material weakness related to inventory accounting. Continued scrutiny of remediation and audit quality is warranted .
- Compensation oversight context: Member of SLAB’s Compensation Committee; Say‑on‑Pay received ~93% support in 2024, indicating broad shareholder acceptance of pay design during a cyclical downturn (no 2024 NEO bonuses paid based on performance) .
Related Party Transactions and Conflicts
- Policy framework: Related party transactions must be reviewed/approved by the independent Audit Committee under a written policy; conflicts must be disclosed under the Code of Business Conduct and Ethics .
- Indemnification: Company indemnifies directors to the fullest extent under Delaware law; D&O insurance in place .
- No specific related party transactions involving Bock were disclosed in the latest proxy .
Director Compensation Program Reference (Structure)
| Element | 2024 Program |
|---|---|
| Annual cash retainer | $55,000 per non‑employee director . |
| Committee/leadership fees | Audit Chair +$25,000; Compensation Member +$9,000; see full schedule above . |
| Annual equity | RSUs sized to $200,000 (Chair $255,000); vest earlier of 1 year or day before next annual meeting . |
RELEVANT CITATIONS
- Biography, external roles, education, SLAB executive history: .
- Committee assignments; independence; board/committee meetings; financial expert: .
- Annual meeting attendance: .
- Director compensation structure; 2024 RSU grants; ownership guidelines: .
- Director compensation amounts (Bock): .
- Beneficial ownership (Bock shares; share count basis): .
- Insider trading policy; hedging/pledging prohibition: .
- Related party transaction policy; indemnification: .
- Audit Committee Report signatories; oversight: .
- Auditor change and 2023 material weakness reference: .
- Say‑on‑Pay support (~93% prior vote) and compensation governance: .
- Executive bonus decision (0% payout in 2024) for context: .