Joseph Riemer
About Joseph Riemer
Joseph Riemer, Ph.D., has served on Sono‑Tek’s Board since August 2007. He holds a Ph.D. in Food Science and Technology from MIT and previously served as the Company’s President (2007–2012) and Vice President of Food Business Development (2012–2016), following his initial role as Vice President of Engineering (joined January 2007). His industry background spans biotech, food and pharmaceutical sectors, including seven years at Pfizer’s Adams Confectionary Division as Director, Global Operations Development, plus prior management consulting across food, biotech and pharma clients .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sono‑Tek Corporation | Director | Aug 2007–present | Independent director; committee leadership noted below |
| Sono‑Tek Corporation | President | Sep 2007–Aug 2012 | Led operations; transition to Food Business Development in 2012 |
| Sono‑Tek Corporation | VP, Food Business Development | Aug 2012–Jun 2016 | Drove focus on food market applications |
| Sono‑Tek Corporation | VP of Engineering | Jan 2007–Sep 2007 | Technology leadership upon joining |
| Pfizer (Adams Confectionary Division) | Director, Global Operations Development | ~7 years (prior to 2007) | Global operations development experience |
| Various food/ingredients/personal care companies | R&D, operations, general management | Not disclosed | Product application insights; leadership experience |
| Management consulting (pre‑Sono‑Tek) | Consultant | Pre‑2007 | Clients in food, biotech and pharma |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| — | — | — | No other public company directorships disclosed for Dr. Riemer |
Board Governance
- Independence: Classified as an independent director under NASDAQ rules .
- Committee assignments: Chair, Nominating Committee; Member, Compensation Committee .
- Audit Committee: Not a member (Audit chaired by Eric Haskell; members include Carol O’Donnell and Philip Strasburg in FY2025) .
- Attendance/Engagement: Board met 4 times in FY2025; all directors attended at least 75%; Compensation Committee met 4 times (all members attended); Nominating Committee met 2 times (all members attended) .
- Executive sessions: Independent directors generally meet in executive session following regularly scheduled Board meetings .
Fixed Compensation
| Metric | FY 2024 | FY 2025 |
|---|---|---|
| Meeting fee per Board meeting | $2,500 | $2,500 |
| Board/Committee meeting fees received (Riemer) | $10,000 | $10,000 |
| Committee chair fees | Not disclosed | Not disclosed |
Performance Compensation
| Equity Award Detail (Director) | FY 2024 | FY 2025 |
|---|---|---|
| Option awards value (grant‑date fair value, Black‑Scholes) | $10,000 | $10,000 |
| Options granted to Riemer | 3,676 options @ $4.79 exercise price | 5,333 options @ $4.12 exercise price |
| Aggregate stock options held (end of year) | 15,026 options | 20,359 options |
| Vesting schedule (Plan terms) | No exercise prior to 1 year from grant; balance vests in cumulative installments over 3 years; 10‑year term typical under plans | |
| Performance metrics tied to director equity | None disclosed in proxy (director pay shown as meeting fees + options) |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards (Riemer) | None disclosed |
| Shared directorships with SOTK customers/suppliers | Not disclosed |
| Related party transactions | Company reports it is not party to any related‑person transactions |
Expertise & Qualifications
- Advanced technical education (MIT Ph.D.) and cross‑industry domain expertise in food chemistry, biochemical analysis, and food microbiology .
- Leadership in R&D, operations, and general management, plus prior consulting across food/biotech/pharma sectors .
- Board qualifications emphasize product application insights and oversight experience; serves as Nominating Committee Chair, shaping board composition and committee assignments .
Equity Ownership
| Metric | FY 2024 | FY 2025 |
|---|---|---|
| Total beneficial ownership (Riemer) | 26,988 shares; includes 8,326 options currently exercisable | 31,006 shares; includes 12,344 options currently exercisable |
| Ownership as % of shares outstanding | <1% (15,750,880 shares outstanding) | <1% (15,727,702 shares outstanding) |
| Shares pledged as collateral | Not disclosed; Insider Trading Policy prohibits hedging/derivatives and short sales |
Insider Trades (Form 4)
| Transaction Date | Type | Securities Transacted | Price | Post‑Txn Ownership | Source |
|---|---|---|---|---|---|
| 2024‑08‑22 | Award (Options) | 5,333 | $4.12 | 20,359 | https://www.sec.gov/Archives/edgar/data/806172/000121558224000004/0001215582-24-000004-index.htm |
| 2025‑08‑21 | Award (Options) | 7,018 | $3.25 | 27,377 | https://www.sec.gov/Archives/edgar/data/806172/000142050625002399/0001420506-25-002399-index.htm |
Governance Assessment
- Independence and oversight: Riemer is independent, chairs Nominating, and serves on Compensation—positions that directly influence board composition, executive pay frameworks, and governance quality .
- Engagement: Board and committee attendance thresholds were met or exceeded in FY2025; Nominating and Compensation committees had full attendance, supporting active governance involvement .
- Pay structure and alignment: Director pay is modest with equal cash and option components in FY2024 and FY2025, creating alignment via equity while preserving independence; no performance metrics are tied to director compensation, consistent with small‑cap board practices .
- Conflicts/related‑party exposure: Company reports no related‑party transactions; Insider Trading Policy prohibits hedging/derivative positions and short sales, reducing misalignment risk. No pledging disclosures identified .
- Shareholder signals: Say‑on‑pay support was strong (2025: For 6,793,102; Against 201,778; Abstain 240,689), and shareholders selected a three‑year frequency for future votes—indicative of investor confidence in governance and pay programs .
RED FLAGS: None disclosed for Riemer regarding attendance shortfalls, related‑party dealings, hedging/pledging, or pay anomalies; ongoing equity awards are standard director grants under the Company’s Stock Incentive Plan .