Vikram Gupta
Senior Vice President and General Manager, IoT Processors, and Chief Product Officer at 
SYNAPTICS
SYNAPTICSExecutive
About Vikram Gupta
Vikram Gupta is Senior Vice President and General Manager, IoT Processors, and Chief Product Officer at Synaptics, a role he has held since January 2023. He previously led IoT compute and wireless businesses at Infineon and Cypress, and earlier held senior roles at Broadcom after co-founding Zeevo; he holds a B.E. in Electrical & Electronics from BITS Pilani and an M.S. in Electrical Engineering from the University of Hawaii at Mānoa . FY2025 corporate performance metrics used for bonuses achieved revenue of $1,074.3M, non-GAAP gross margin of 53.6%, and non-GAAP operating profit of $177.6M; Gupta’s FY2025 cash bonus paid was 150% of target, reflecting corporate plus business unit results . His long-term incentives are tied to non-GAAP EPS (PSUs) and relative TSR vs. Russell 2000 (MSUs), aligning pay with performance outcomes .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Infineon Technologies | SVP & GM, IoT Compute and Wireless Business Lines | 2020–2022 | Led integration and transformation of >$1.0B multi-site IoT compute/wireless portfolio post Cypress acquisition . |
| Cypress Semiconductor | VP Engineering, IoT BU; SVP & GM, IoT BU | 2016–2019; 2019–2020 | Built and scaled IoT product lines; transitioned to GM role driving BU growth . |
| Broadcom | Senior engineering/business leadership | Pre-2016 | Advanced across engineering and business leadership across connectivity segments . |
| Zeevo (acquired by Broadcom) | Co-founder | Early career | Developed SoCs for Bluetooth/wireless; exit via acquisition by Broadcom . |
External Roles
No public company directorships or external board roles disclosed for Gupta in Synaptics’ FY2025/2024 filings .
Fixed Compensation
| Metric | FY 2024 | FY 2025 |
|---|---|---|
| Base Salary ($) | 435,000 | 470,000 |
| Target Bonus ($) | 326,250 (75% of salary) | 352,500 (75% of salary) |
| Actual Cash Bonus Paid ($) | 80,910 | 528,750 |
| All Other Compensation ($) | 12,255 | 11,445 |
| Total Reported Compensation ($) | 6,547,613 | 5,312,717 |
Performance Compensation
Annual Bonus Framework and FY2025 Results
| Metric | Weight | Target | Actual | Payout (metric-level) | Notes/Vesting |
|---|---|---|---|---|---|
| Corporate Revenue ($M) | 33.33% | 1,015 | 1,074.3 | 146.0% | Corporate portion pays 121.2% aggregate; Gupta’s bonus is 50% corporate + 50% BU; BU targets not disclosed due to competitive harm . |
| Corporate Non-GAAP Gross Margin (%) | 33.33% | 53.1% | 53.6% | 114.0% | As above . |
| Corporate Non-GAAP Operating Profit ($M) | 33.33% | 160 | 177.6 | 118.0% | Corporate aggregate achievement 126.2%; bonus payment percentage 121.2% . |
| Gupta FY2025 Bonus Outcome | — | $352,500 target | $528,750 paid | 150% of target | BU component based on revenue, non-GAAP GM%, and non-GAAP operating profit at BU level (targets not disclosed) . |
Equity Awards and Vesting Design (FY2025 Grants)
| Award Type | Grant Date | Target Shares (#) | Grant-Date Fair Value ($) | Performance Metric | Vesting Schedule |
|---|---|---|---|---|---|
| RSU | 08/17/2024 | 18,162 | 1,387,214 | Time-based | 33% vested 08/17/2025; remaining 67% vest in 8 equal quarterly installments through 08/17/2027 . |
| PSU | 08/17/2024 | 9,081 | 693,607 | FY2025 non-GAAP EPS (diluted); payout 0–200% | Earned at 200% for FY2025; 1/3 delivered 08/17/2025; remainder in equal installments on 08/17/2026 and 08/17/2027, subject to continued employment . |
| MSU | 08/17/2024 | 9,081 | 1,075,644 | Relative TSR vs Russell 2000; payout 0–200% | Earned/vest over 1-, 2-, 3-year periods starting 07/01/2024; earned shares delivered per tranche; remaining continues per schedule . |
| Retention RSU | 04/17/2025 | 23,415 | 1,148,974 | Time-based (retention) | 50% vest on 04/17/2026; remaining 50% vest in four equal quarterly installments through 04/17/2027 . |
Prior Awards with Material Vesting Terms
- 02/17/2023 RSUs: 3,696 unvested at FY2025 year-end; vesting footnote 12 indicates 14% vested 08/17/2025; remaining 86% in six equal quarterly installments through 02/17/2027 .
- 08/17/2023 RSUs: 9,854 unvested; 20% vested 08/17/2025; remaining 80% vest in four equal quarterly installments through 08/17/2026 .
- 02/17/2023 MSUs: Payouts based on relative TSR over 1-, 2-, 3-year windows starting 07/01/2023; payout 0% at/below 25th percentile to 300% at/above 80th percentile; vesting contingent on continued employment .
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Beneficial Ownership (as of 08/29/2025) | 13,490 shares; <1% of outstanding (based on 39,050,213 shares) . |
| Stock Ownership Guidelines | NEOs & Section 16 officers: 2x base salary; 5 years to reach compliance; anti-hedging and anti-pledging policies in place . |
| Outstanding Time-Based RSUs (FY2025 year-end) | 3,696 (02/17/23) = $239,427; 484 (08/17/23) = $31,354; 9,854 (08/17/23) = $638,342; 18,162 (08/17/24) = $1,176,534; 23,415 (04/17/25) = $1,516,824; values at $64.78/share . |
| Outstanding Performance Awards (Unearned at FY2025 YE) | 3,113 unearned (02/17/23 MSUs) = $201,660; 9,004 unearned (08/17/23 MSUs/PSUs) = $583,279; 9,081 unearned (08/17/24 MSUs) = $588,267; values at $64.78/share . |
| Pledging/Hedging | Prohibited by policy (anti-hedging and anti-pledging) . |
| Section 16 Filings | Late Form 4 filed Feb 22, 2024 to report PSU release; administrative error noted . |
Employment Terms
- Offer letter effective Jan 16, 2023: At-will; initial base salary $415,000; target bonus 75%; $200,000 cash sign-on with repay obligation if voluntary resignation/termination for cause within 12 months; initial equity participation RSUs ($1.75M), PSUs ($700k), MSUs ($1.05M) .
- Updated indemnification agreements for officers effective Apr 17, 2025 .
- Executive Severance Agreements (effective Apr 17, 2025):
- Non-CIC (outside 3 months before to 18 months after CIC): 1x base salary + 100% of target bonus (prorated); COBRA premiums for 12 months; accelerate time-based RSUs scheduled to vest in 12 months; no acceleration for PSUs/MSUs .
- CIC period: 1.5x base salary + 150% of target bonus; COBRA premiums for 18 months; accelerate unvested RSUs and PSUs (PSUs at target if period ongoing); MSUs adjusted for TSR through CIC date, pro-rated tranche vests at closing; remaining continues per schedule unless replaced with qualifying awards .
- “Double-trigger” CIC policy and clawback policy; no excise tax gross-ups; anti-hedging/pledging .
Severance Economics (as of 06/28/2025)
| Scenario | Salary Component ($) | Bonus Component ($) | COBRA ($) | Equity Acceleration ($) | Total ($) |
|---|---|---|---|---|---|
| Non-CIC Termination (without cause / for good reason) | 470,000 | 352,500 | 29,189 | 2,091,876 (RSUs only) | 2,943,565 |
| CIC + Qualifying Termination | 705,000 | 528,750 | 43,784 | 4,906,173 (RSUs & PSUs; MSUs treated per CIC rule) | 6,183,707 |
Risk Indicators & Red Flags
- Administrative late Section 16 filing in Feb 2024 (Form 4) for PSU vesting; indicates process risk but disclosed as an administrative error .
- Large unvested time-based and performance equity creates potential selling pressure around vest dates (Aug 17 annually; quarterly RSU tranches through 2026–2027; April 17 quarterly tranches through 2027) .
- Anti-pledging/anti-hedging policy mitigates alignment risk; double-trigger CIC avoids windfalls without termination .
Compensation Structure Analysis
- Mix of pay emphasizes equity and performance: FY2025 stock awards reported at $4.31M vs. cash bonus $0.53M, skewing toward long-term incentives .
- Shift to RSUs + PSUs + MSUs continues; MSUs link to market-relative TSR, PSUs to non-GAAP EPS, reinforcing external and internal performance alignment .
- FY2025 retention award (23,415 RSUs) responded to CEO transition to reduce attrition risk; 50% cliff at 1 year then quarterly vesting .
- No repricing, no excise tax gross-ups, robust clawback, and ownership guidelines indicate governance discipline .
Equity Grants and Outstanding Awards Detail (FY2025 Year-End)
| Grant | Type | Unvested/Unearned (#) | Market/Payout Value ($) |
|---|---|---|---|
| 02/17/2023 RSU | Time-based | 3,696 | 239,427 |
| 02/17/2023 MSU | Performance (TSR) | 3,113 (target in progress) | 201,660 |
| 08/17/2023 RSU | Time-based (small) | 484 | 31,354 |
| 08/17/2023 RSU | Time-based (primary) | 9,854 | 638,342 |
| 08/17/2023 MSU/PSU | Performance | 9,004 (target in progress) | 583,279 |
| 08/17/2024 RSU | Time-based | 18,162 | 1,176,534 |
| 08/17/2024 PSU | Performance (EPS) | Earned at 200%; remaining tranches vest 2026–2027 | Target 9,081; payout delivered per schedule |
| 08/17/2024 MSU | Performance (TSR) | 9,081 (target in progress) | 588,267 |
| 04/17/2025 Retention RSU | Time-based | 23,415 | 1,516,824 |
Upcoming Known Vesting Milestones
- Aug 17 annually: RSU tranches; PSUs deliver 1/3 on first anniversary (2025) then on 08/17/2026 and 08/17/2027; MSU tranches based on 1-, 2-, 3-year TSR windows .
- Apr 17: Retention RSU 50% on 04/17/2026; remaining 50% quarterly through 04/17/2027 .
- For legacy 2023 RSUs: remaining 86% vest in six equal quarterly installments through 02/17/2027; for 2023 RSUs with 20% at 08/17/2025, remaining 80% through 08/17/2026 .
Say-on-Pay & Shareholder Feedback
- Compensation governance features include independent consultant, clawback, anti-hedging/pledging, minimum one-year vesting (with limited carve-out), and double-trigger CIC—indicating responsiveness to shareholder preferences .
Expertise & Qualifications
- Education: BITS Pilani (B.E., EEE); University of Hawaii at Mānoa (M.S., EE) .
- Technical/industry: Deep IoT compute, wireless connectivity, SoC product leadership; integration of large IoT portfolios at Infineon/Cypress .
- Role at Synaptics: GM of IoT Processors and Chief Product Officer since Jan 2023 .
Investment Implications
- Alignment: Strong linkage to performance via PSUs (non-GAAP EPS) and MSUs (relative TSR) plus ownership guidelines and anti-hedging/pledging—favorable for shareholder alignment .
- Retention risk moderated: Significant unvested RSUs (including 23,415 retention RSUs) and multi-year MSU/PSU schedules reduce near-term attrition risk; double-trigger CIC terms are standard and balanced .
- Trading signals: Expect periodic selling pressure around vest dates (Aug 17 annual and quarterly tranches; Apr 17 quarterly tranches) given sizeable unvested balances; monitor Form 4s near these windows .
- Pay-for-performance: FY2025 bonus at 150% of target and PSUs earned at 200% reflect strong execution against corporate metrics and BU performance; continued performance delivery is key to realizing MSU upside .