David Chong
About David Chong
David Chong, age 63, is Executive Vice President, Global Sales at Universal Electronics Inc. (UEIC). He joined UEI in January 2009 (SVP Global OEM Sales), led general management and sales for Asia, and was promoted to EVP, Global Sales in October 2023 . He holds a BSc in Electrical and Electronics Engineering (High Honors) from the University of Nottingham, UK, and previously held senior roles at Philips (SVP, CMO of Philips Display; VP/GM Audio Video Asia; Global Business Line Manager for Audio) and started at Philips Research Lab in 1984; he also served as Managing Director for Asia at InVue Security Product before joining UEI . UEI’s annual incentive metric for 2024 was Adjusted Non-GAAP Diluted EPS (target $0.52; actual $(0.05)), driving a 0% Company Performance Factor and no annual bonus payout for Chong, aligning pay outcomes to performance; long-term incentive awards mix emphasized RSUs and PSUs with multi-year vesting and stock-price market conditions .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Universal Electronics Inc. | SVP, Global OEM Sales; General mgmt & sales for Asia; EVP, Global Sales | Jan 2009–Oct 2023; promoted Oct 2023 | Led Asia business; elevated to global sales leadership; drives commercial execution globally |
| Philips (Consumer Electronics/Display) | SVP; CMO Philips Display; VP/GM Audio Video Asia; Global Business Line Manager Audio; Senior management roles | 1984 start at Philips Research Lab; subsequent years not disclosed | Re-engineered Product Creation, Marketing & Sales to compete successfully in LCD TV; led major business lines and regional P&L |
| InVue Security Product | Managing Director, Asia | Years not disclosed | Led Asia operations for security products prior to UEI |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Philips Research Lab | Research Scientist (VLSI design methodologies) | Began 1984 | Technical foundation in VLSI underpinning later product and sales leadership |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $331,755 | $367,140 | $338,460 |
| Target Annual Incentive (% of Base) | 50% | 50% | 50% |
| Target Annual Incentive ($) | $200,000 | $551,140 (Target Cash component includes base+bonus; explicit target bonus % is 50%) | $169,000 |
| Actual Annual Incentive Paid ($) | $— (Company Performance Factor 0%) | $— (Company Performance Factor 0% for 2018; 2023 payout not shown; no 2024 payout) | $— (Company Performance Factor 0%) |
| All Other Compensation ($) | $6,745 (Leased vehicle) | $10,270 (Company retirement contributions $4,760; Leased vehicle $5,510) | $15,250 (Company retirement contributions) |
Performance Compensation
| Component | Metric/Features | Target | Actual/Payout | Vesting/Conditions |
|---|---|---|---|---|
| Annual Incentive (Performance Incentive Plan) | Adjusted Non-GAAP Diluted EPS | $0.52 EPS target; percent funding at Target=100% | Actual $(0.05) EPS; Company Performance Factor=0%; Chong payout $— | Annual cash; payout varies by Company Performance Factor; individual rating not applied due to 0% factor |
| RSUs (Grant 2/7/2024) | Share-based retention | 14,000 RSUs; Grant Date Fair Value $119,420 | N/A (time-based vesting) | 3-year vesting: 33.33% on 2/7/2025; 8.33% each quarter thereafter through 2/7/2027 |
| PSUs (Grant 2/7/2024) | Share-price market condition | 14,001 PSUs; Grant Date Fair Value $66,085; max value if performance at maximum $117,328 | N/A (market-condition vesting) | 3-year ratable vesting; must achieve market conditions based on UEIC stock price |
| Equity grant pricing references | Pricing basis | RSU grant price based on average high/low on grant date; 2024 grant price $8.53 | Monte Carlo PSU fair value $4.72 | As disclosed |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 62,861 shares as of April 1, 2025; less than 1% of shares outstanding |
| Near-term Vested/Acquirable | Includes 19,455 stock options and 4,501 RSUs vesting within 60 days |
| Stock Ownership Guidelines | Executives (non-CEO) must hold stock equal to 1x base salary; all NEOs met guidelines at 12/31/2024 |
| Anti-Pledging/Hedging | Pledging prohibited; margin accounts prohibited; hedging permitted only within trading windows under Insider Trading Policy |
| Outstanding Equity Awards (12/31/2024) | See tables below |
Outstanding Options (12/31/2024)
| Grant Date | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration |
|---|---|---|---|---|
| 2/8/2018 | 14,025 | — | 44.950 | 2/8/2025 |
| 2/13/2019 | 19,455 | — | 27.065 | 2/13/2026 |
Unvested RSUs and PSUs (12/31/2024)
| Award Type | Unvested Units (#) | Market Value ($) | Notes |
|---|---|---|---|
| RSUs | 22,817 | $250,987 (at $11.00 close) | Time-based vesting |
| PSUs (unearned) | 14,001 | $154,011 (at $11.00 close) | Market-condition vesting |
RSU Vesting Schedules (Executive-specific)
| Grant Date | Shares | Vesting Detail |
|---|---|---|
| 2/22/2022 | 2,149 | Vests 2/22/2025 |
| 5/23/2023 | 3,334 | Vests 5/23/2025 and 5/23/2026 (annual) |
| 2/7/2024 | 14,000 | 4,668 on 2/7/2025; 1,167 on 5/7/2025 and each quarterly anniversary until 2/7/2026; 1,666 each quarterly anniversary thereafter until 2/7/2027 |
Employment Terms
| Scenario (as of 12/31/2024) | Total ($000) | Salary ($000) | Bonus ($000) | Other ($000) | Acceleration: Options ($000) | Acceleration: RSUs ($000) | Acceleration: PSUs ($000) | Months of Payment |
|---|---|---|---|---|---|---|---|---|
| Without Cause | 703 | 452 | — | — | — | 251 | — | Policy-based (1 month of most recent base salary per year worked) |
| Good Reason | 251 | — | — | — | — | 251 | — | — |
| Change in Control | 251 | — | — | — | — | 251 | — | — |
| Hostile Acquisition | 251 | — | — | — | — | 251 | — | — |
- Severance policy: Without cause severance equals one month of most current year base salary per year worked for executive officers .
- Potential excise tax gross-up may apply in change-in-control or hostile acquisition contexts (estimated; actual determined at the time) .
- Clawback policy goes beyond SEC requirements; no tax gross-ups on perquisites (except certain legacy arrangements not applicable to Chong); no option repricing/back-dating .
Compensation Structure Notes and Peer Benchmarking
- 2024 Total Direct Compensation opportunity for Chong: Base $338,460; Target annual incentive 50%; Target cash $507,460; Long-term incentives $185,000; Target total direct $692,460 .
- 2024 equity program shifted from stock options to performance stock units plus RSUs to align executive equity grants more directly with stockholder interests; CEO grants down 83% YoY; select Non-CEO NEO grants down ~47% YoY .
- Pay Governance LLC serves as independent compensation consultant; program anchors competitive positioning to market 25th–75th percentile ranges with midpoint at 50th percentile .
- Say-on-pay support: ~86% approval at 2024 Annual Meeting (annual vote cadence through at least 2029) .
Investment Implications
- Pay-for-performance alignment: 2024 zero payout on annual incentive (Adjusted Non-GAAP EPS below threshold) directly reduced cash compensation, indicating the committee’s discipline; investors should view near-term selling pressure risk tied more to RSU/PSU scheduled vesting than cash bonuses .
- Vesting overhang and supply: Chong has meaningful time-based RSUs and market-based PSUs vesting through Feb 2027, with sizable quarterly tranches beginning Feb/May 2025; monitor Form 4s for net share settlements or discretionary sales around vesting dates (4,668 shares RSU vesting on 2/7/2025; quarterly thereafter) .
- Option exposure is limited and largely older vintages (2018–2019) with higher strikes ($44.95, $27.07) nearing/approaching expiry; options likely out of the money at historical levels, reducing immediate exercise-driven selling risk .
- Governance safeguards: Anti-pledging/margin prohibitions, stock ownership guidelines compliance (≥1x salary) and enhanced clawbacks reduce alignment concerns; severance structure for Chong is modest vs. CEO and predominantly RSU acceleration under CIC scenarios .
- Execution track record: Deep commercial leadership across Asia and global sales plus prior Philips transformation experience (LCD TV competitiveness) supports operational credibility; investors should track revenue/EPS progress against incentive metrics to gauge future pay outcomes and retention risk .