Adeniyi Lawal
About Adeniyi Lawal
Dr. Adeniyi Lawal is an independent director of Sono‑Tek, appointed in April 2024; he is a Professor of Chemical Engineering at Stevens Institute of Technology (faculty member for 25+ years) and currently serves as Department Chair, with prior industry roles at Shell Petroleum Development Company and Texaco Overseas Oil Company . His academic credentials include a B.Sc. (Hons) in Engineering (University of Ibadan), an S.M. in Chemical Engineering (MIT), and a Ph.D. in Chemical Engineering (McGill), with five U.S. and international patents and leadership of multi‑million‑dollar DOE/DoD‑funded research projects; his core expertise is catalysis, reaction engineering, and process intensification for renewable energy . The Board classifies him as an independent director under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Shell Petroleum Development Company | Industry role (details not specified) | Not disclosed | Industry operating experience |
| Texaco Overseas Oil Company | Industry role (details not specified) | Not disclosed | Industry operating experience |
| (Universities – prior to Stevens) | Academic roles (details not specified) | Not disclosed | Research leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Stevens Institute of Technology, Dept. of Chemical Engineering & Materials Science | Professor; Department Chair; prior Program Director and Associate Dept. Chair | Faculty for 25+ years | Led multi‑million, multi‑year DOE/DoD projects; 5 patents; organized and chaired national/international conferences |
Board Governance
- Independence: Classified as an independent director (Nasdaq definition) .
- Board/meeting attendance: Board held 4 meetings in FY2025 and FY2024; all directors attended at least 75% of meetings in each year .
- Annual meeting attendance: >75% of directors attended the 2024 Annual Meeting; all directors attended the 2023 Annual Meeting .
- Executive sessions: Independent directors generally meet in executive session following regularly scheduled Board meetings .
- Committee assignments (FY2025): Compensation Committee (O’Donnell – Chair, Strasburg, Riemer); Audit Committee (Haskell – Chair, O’Donnell, Strasburg); Nominating Committee (Riemer – Chair, O’Donnell). Dr. Lawal is not listed as a member of any standing committee .
Implication: As a newer director not serving on committees, his formal governance influence is limited relative to committee members .
Fixed Compensation
| Item | FY2025 | Notes |
|---|---|---|
| Per‑meeting fee (non‑employee directors) | $2,500 per meeting | Cash only; employees receive no director fees |
| Board meetings held | 4 | |
| Fees earned (Lawal) | $10,000 | Consistent with four meetings attended if all attended |
Performance Compensation
| Award Element | Detail | Value/Terms | Status |
|---|---|---|---|
| Stock options (FY2025 grant) | 5,333 options | Exercise price $4.12 per share; option award fair value $10,000 (Black‑Scholes) | Held 5,333 options at FY2025 end |
| Vesting/exercisability (plan standard) | 2023 Stock Incentive Plan | No exercise prior to 1 year after grant; remainder vests in cumulative installments over a 3‑year period; 10‑year term; exercise price >= FMV at grant | General plan terms (not grant‑specific deviations) |
| Performance metrics | None disclosed for directors | No PSUs/TSR/ESG metrics disclosed for director pay | N/A |
Clawback/hedging: The Board adopted an executive compensation recoupment policy consistent with SEC Rule 10D‑1 and Nasdaq standards for corporate officers; the insider trading policy prohibits hedging/monetization transactions in company securities (policy coverage described for officers/employees; directors covered by the insider trading policy) .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Notes |
|---|---|---|---|
| None disclosed in SOTK proxies for Dr. Lawal | — | — | Proxy biographies for Dr. Lawal do not list other current public company directorships . |
Expertise & Qualifications
- Technical domain: Catalysis, reaction engineering, process intensification; renewable/green energy applications .
- Research leadership: DOE/DoD multi‑million, multi‑year projects; publications in archival journals; five patents .
- Academic leadership: Department Chair; prior Program Director and Associate Department Chair at Stevens .
- Education: B.Sc. (Hons) Engineering (University of Ibadan); S.M. Chemical Engineering (MIT); Ph.D. Chemical Engineering (McGill) .
Equity Ownership
| Holder | Beneficial Ownership (as of May 23, 2025) | Percent of Shares Outstanding | Notes |
|---|---|---|---|
| Adeniyi Lawal | — (no shares reported) | <1% (footnote “Less than 1%”) | 15,727,702 shares outstanding at 5/23/2025 |
| Options held (FY2025 year‑end) | 5,333 options (aggregate) | — | Options not counted in beneficial ownership unless exercisable within 60 days; table shows “—” for Lawal |
| Shares pledged | Not disclosed | — | Insider policy prohibits hedging/monetization transactions |
Governance Assessment
- Positives:
- Independent director with strong technical and renewable‑energy expertise; adds domain depth to product/market strategy .
- Attendance: Board reports all directors met at least the 75% threshold; aligns with baseline engagement expectations .
- No related‑party transactions or family relationships disclosed; lowers conflict risk .
- Insider trading policy restricts hedging/monetization; promotes alignment and risk control .
- Watch items:
- Ownership alignment: No reported beneficial share ownership as of May 23, 2025; alignment currently via a modest stock option grant (5,333 options) rather than outright share ownership; could be perceived as weaker “skin‑in‑the‑game” versus peers with meaningful stock positions .
- Board influence: Not serving on Audit, Compensation, or Nominating committees limits direct oversight impact in key governance areas while tenure remains short .
- RED FLAGS: None identified in filings regarding related‑party transactions, low attendance, option repricing, pledging, or legal proceedings specific to Dr. Lawal .
Overall signal: Lawal’s addition strengthens technical oversight and energy transition perspective; however, lack of committee assignments and no share ownership to date are modest governance alignment gaps to monitor as his tenure progresses .