Keith Geeslin
SYNAPTICSAbout Keith B. Geeslin
Keith B. Geeslin (age 72) is an independent director of Synaptics (SYNA) serving since 1986. He is a General Partner at Francisco Partners (since January 2004) and previously served as Managing General Partner of the Sprout Group, a venture capital firm associated since 1984. He holds a B.S. in Electrical Engineering and an M.S. in Engineering and Economic Systems from Stanford University, and an M.A. in Philosophy, Politics, and Economics from Oxford University . The Board has affirmatively determined he is independent under Nasdaq and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Francisco Partners | General Partner | Jan 2004–present | Structured investments in technology companies |
| Sprout Group (DLJ Capital Corp/Credit Suisse subsidiary) | Managing General Partner | 2001–Oct 2003 | Long-standing VC leadership; associated since 1984 |
| DLJ Capital Corp-associated funds | General/Limited Partner | Various | Partner in multiple investment funds |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| Commvault Systems, Inc. | Director | Current | Chair, Compensation Committee |
Board Governance
- Committee assignments and chair roles: Member, Compensation Committee; the Compensation Committee met 6 times in Fiscal 2025; Chair is Susan J. Hardman .
- Independence: Board determined Geeslin is independent; all Board committees are composed of independent directors .
- Attendance: The Board held 9 meetings in Fiscal 2025; each director attended at least 75% of Board and committee meetings on which they served . Directors must attend at least 75% and this is considered in renomination decisions .
- Executive sessions: Regular executive sessions of independent directors led by the independent Chair of the Board .
- Skills/Expertise matrix: Geeslin is noted for semiconductor industry knowledge, financial expertise, capital markets, M&A, corporate governance, and software .
Fixed Compensation
| Component | FY2025 Amount ($) | Detail |
|---|---|---|
| Annual Board Cash Retainer | 75,000 | Standard non-employee director retainer |
| Compensation Committee Member Fee | 10,000 | Member retainer |
| Total Fees Earned (Cash) | 90,000 | Reported for Geeslin in FY2025 |
| Equity RSU Grant (annual) | 2,864 units | Granted Nov 1, 2024 to each non-employee director |
| RSU Grant Fair Value | 201,110 | Aggregate grant date fair value (ASC 718) |
| Vesting | Quarterly over 1 year | Four quarterly installments post-grant |
Performance Compensation
Directors at Synaptics receive time-based RSUs; there are no performance-vesting conditions or bonus metrics tied to director pay.
| Equity Grant Metric | Value | Notes |
|---|---|---|
| Grant date | Nov 1, 2024 | FY2025 director annual grant |
| RSUs granted | 2,864 | Per director |
| Grant date fair value ($) | 201,110 | ASC 718 valuation |
| Vesting schedule | Quarterly over 1 year | Four installments through first anniversary |
| Performance condition | None | Time-based only for directors |
Other Directorships & Interlocks
| Item | Detail |
|---|---|
| External public board | Commvault Systems, Inc. – Director; Chair, Compensation Committee |
| Compensation Committee interlocks (SYNA) | FY2025 members: Hardman (Chair), Geeslin, Kummrow, Whims; no interlocks requiring disclosure; none served as SYNA executive officers |
Expertise & Qualifications
- Private equity and venture capital leadership with focus on technology investments; deep capital markets experience .
- Semiconductor industry exposure and governance/M&A expertise per skills matrix .
- Advanced technical and interdisciplinary academic training (Stanford engineering; Oxford PPE) .
Equity Ownership
| Ownership Item | Value | Notes |
|---|---|---|
| Beneficial ownership (shares) | 36,643 | As of Aug 29, 2025 |
| % of shares outstanding | <1% | As of 39,050,213 shares outstanding |
| Unvested RSUs | 1,432 | As of June 28, 2025 |
| Options outstanding | None | No non-employee directors held options |
| Director ownership guideline | 5x annual retainer | Applies to all non-employee directors |
| Compliance status | All directors met or within 5-year window | Board-wide status as of June 28, 2025 |
| Hedging/pledging | Prohibited | Policy prohibits derivatives, hedging, margining, pledging for directors |
Governance Assessment
- Board effectiveness and engagement: Geeslin serves on the Compensation Committee, which met 6 times in Fiscal 2025 and employs an independent consultant; committee members meet enhanced independence standards—supportive of pay-for-performance oversight . Independence affirmed by the Board; executive sessions and robust governance guidelines strengthen oversight .
- Conflicts and related-party exposure: Despite Geeslin’s role at Francisco Partners, Synaptics disclosed no related-party transactions >$120,000 involving any director in Fiscal 2025; Audit Committee oversees and must approve any such transactions, and none were reported . Compensation Committee interlocks disclosure noted no interlocks requiring disclosure .
- Director compensation and alignment: Cash retainer plus annual RSUs with quarterly vesting; stock ownership guidelines require 5x retainer and were met Board-wide, reinforcing alignment; anti-hedging/pledging policy reduces misalignment risk .
- Attendance and tenure signals: All directors met the ≥75% attendance threshold; Geeslin’s long tenure since 1986 provides historical continuity but is balanced by ongoing Board refreshment actions and skills matrix usage .
- Broader investor confidence: Strong say-on-pay support at 2024 annual meeting (96%) indicates compensation governance credibility, indirectly supportive of Compensation Committee stewardship where Geeslin serves .
RED FLAGS
- High tenure: Serving since 1986—investors may monitor refreshment pacing; Board reports ongoing refresh and skills-based search processes .
- Equity overhang/dilution: Company-level equity overhang elevated due to one-time grants; while not a director-specific issue, Compensation Committee oversight should continue to manage usage and repurchase offsets to maintain alignment .