Ichiro Takesako

About Ichiro Takesako

Ichiro Takesako (age 66) has served as an independent director of USBC since December 2012. He holds a Bachelor of Social Science from Waseda University, Tokyo, and has a long operating background with Sumitomo Precision Products and affiliated entities, including CEO roles in technology ventures; the Board cites his executive experience and prior Sumitomo partnership with the company as core credentials .

Past Roles

External Roles

No other public company directorships are listed in his proxy biography; the Board’s nominee profile notes only his USBC directorship and prior executive roles .

Board Governance

• Independence: The Board states Takesako is independent under NYSE American rules. USBC is a “controlled company” (majority voting power held by Goldeneye 1995 LLC owned/managed by CEO Robert Gregory Kidd), which allows exemptions from certain NYSE governance requirements; USBC’s nominating committee is not entirely independent, while audit and compensation committees are staffed with directors determined to be independent .
• Committee assignments (FY 2024/FY 2025 period):
  • Audit Committee: Member; chaired by Jon Pepper; committee met 4 times last fiscal year .
  • Compensation Committee: Member; chaired by William A. Owens; committee met 4 times; Takesako replaced John Cronin as an independent director on the committee .
  • Nominating & Corporate Governance Committee: Member; the proxy lists Linda Jenkinson as chair; ARS lists Larry K. Ellingson as chair (disclosure inconsistency) .
• Meeting attendance: Each director attended at least 75% of board and applicable committee meetings in the last fiscal year; all directors attended the virtual 2024 annual meeting .
• Lead Independent Director: Ronald P. Erickson is designated Lead Director (also President of the Science Division, SVP) among the eight nominees .

Fixed Compensation

As of September 30, 2024: Takesako held stock options for 16,426 shares and warrants for 1,000 shares (outstanding holdings footnote) .

Performance Compensation

• Director equity compensation is delivered via stock and options; no performance-based PSU/TSR metrics, vesting schedules, strike prices, or expirations are disclosed for director grants in the cited sections. The compensation committee oversees equity-based and incentive plans broadly, but specific director performance metrics are not outlined for FY 2024 in the proxy excerpts .

Other Directorships & Interlocks

Expertise & Qualifications

• Technical/industry experience: Extensive leadership in precision products, process technology systems, and connected technologies; Board cites his executive officer background and prior Sumitomo partnership .
• Education: Bachelor of Social Science, Waseda University, Tokyo .
• Governance standing: Board-determined independent; service across three board committees .

Equity Ownership

Securities authorized under equity plans (Sep 30, 2024): 687,668 securities outstanding under options/warrants/rights; 223,802 remaining available; weighted-average exercise price $32.56 (context for overall plan scale, not director-specific) .

Governance Assessment

• Strengths:
  • Independent status and active committee service across Audit, Compensation, and Nominating; both Audit and Compensation committees are determined independent and met regularly (4x each), indicating ongoing oversight cadence .
  • Attendance: Meets 75%+ threshold and participated in the annual meeting, supporting engagement .
  • No disclosed family relationships or legal proceedings within last ten years, reducing baseline governance risk .
• Concerns and RED FLAGS:
  • Controlled company status: Majority voting power held by Goldeneye 1995 LLC (solely owned/managed by CEO), which USBC acknowledges reduces certain governance protections (e.g., majority-independent board not required; nominating committee not fully independent). This can impair minority shareholder protections and committee independence in practice .
  • Committee chair disclosure inconsistency: Proxy identifies Linda Jenkinson as Nominating chair; ARS identifies Larry Ellingson—this inconsistency around governance roles is a process red flag that warrants clarification before the annual meeting .
  • Ownership alignment: Beneficial ownership appears de minimis (<1%); as of Aug 2025, Takesako directly holds 28,875 shares and 1,000 warrants—low “skin in the game” relative to expanded share count, which may reduce economic alignment with public investors post–control change .
• Compensation structure observations:
  • FY 2024 director pay skews toward equity and options (stock $57,750; options $130,321 vs. cash fees $10,000), which supports some alignment, but lack of disclosed performance conditions for director equity reduces pay-for-performance linkage; review of vesting schedules and any holding requirements is not possible from the cited sections and should be requested from the company .
• Additional notes:
  • The nominating committee charter includes oversight of related-party transactions, important under a controlled structure; no specific related-party transactions involving Takesako are disclosed in the cited text, but monitoring remains prudent .
  • Eight nominees slated, with a designated Lead Director (Erickson), providing a focal point for independent board leadership; effectiveness depends on committee autonomy under controlled status .