Sean Pak
VIASATAbout Sean Pak
Sean Pak (age 52) is Lead Independent Director at Viasat (VSAT) and has served on the Board since 2018; he became Lead Independent Director in February 2019. He is a partner at Quinn Emanuel Urquhart & Sullivan LLP, where he co-chairs the National Intellectual Property Litigation Practice, and previously practiced at Latham & Watkins; earlier engineering roles include Intel and the MIT Artificial Intelligence Lab. He holds a J.D. (cum laude) from Harvard Law School and B.S./M.Eng. in EECS from MIT; the Board has affirmed his independence under Nasdaq standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Quinn Emanuel Urquhart & Sullivan LLP | Partner; Co-Chair, National IP Litigation Practice | 2009–present | IP strategy/litigation leadership |
| Latham & Watkins LLP | Attorney | 2002–2009 | IP litigation experience |
| Intel Corporation | Engineering roles | Not disclosed | Technology and systems experience |
| MIT Artificial Intelligence Laboratory | Engineering roles | Not disclosed | AI/EECS technical background |
External Roles
| Organization | Role | Dates | Notes |
|---|---|---|---|
| Quinn Emanuel Urquhart & Sullivan LLP | Partner; Co-Chair, National IP Litigation Practice | 2009–present | External professional role; no related-party transactions disclosed with VSAT |
Board Governance
- Committee assignments (FY2025): Compensation & Human Resources Committee – Member; Nomination, Evaluation & Corporate Governance Committee (NECG) – Chair; not on Audit or Banking & Finance .
- Lead Independent Director responsibilities include presiding when Chair/CEO is absent, calling meetings of independent directors, and serving as liaison with the Chair .
- Attendance: Board held 12 meetings in FY2025; all directors attended at least 75% of Board and committee meetings; all directors attended last year’s annual meeting .
- Independence: Board determined all directors except Mr. Dankberg and Mr. Baldridge are independent under Nasdaq standards; Pak is independent .
Fixed Compensation
| Component | FY 2025 |
|---|---|
| Fees Earned or Paid in Cash ($) | $115,000 |
| Stock Awards ($) | $27,728 |
| Option Awards ($) | $49,350 |
| Total ($) | $192,078 |
- Cash retainer structure: $70,000 Board member, $25,000 Lead Independent Director, $10,000 NECG Chair, $10,000 Compensation Committee non-chair member (sum equals $115,000) .
Performance Compensation
| Equity Grant Policy (Non-Employee Directors) | Details |
|---|---|
| Initial grant at Board election | RSU for 3,000 shares; option for 9,000 shares; vest over three years (equal installments) |
| Annual grant at each annual meeting | RSU for 1,600 shares; option for 5,000 shares |
| Vesting (annual grants) | Vests on first anniversary or date of next annual meeting (≥50 weeks); accelerated vesting upon change in control, death or disability |
| Clawback policy applicability | All awards under the equity plan are subject to company clawback policies (time- and performance-based awards) |
| Anti-hedging/pledging policy | Company maintains anti-hedging and pledging policy |
No performance metrics are tied to director compensation; equity awards are time-based and standard across non-employee directors .
Other Directorships & Interlocks
| Company | Role | Type | Notes |
|---|---|---|---|
| Not disclosed in proxy | — | — | Pak’s biography lists no other public company directorships; committee interlocks disclose no insider participation by committee members . |
Expertise & Qualifications
- Intellectual property litigation, trade secrets, copyrights; co-leads national practice at Quinn Emanuel .
- Technical expertise in satellite systems, electrical engineering, and computer science; engineering experience at Intel and MIT AI Lab .
- Education: Harvard Law School (J.D., cum laude); MIT (B.S. and M.Eng., EECS) .
Equity Ownership
| Metric | Amount |
|---|---|
| Total beneficial ownership (shares) | 37,600 |
| Percent of shares outstanding | <1% |
| Options exercisable within 60 days | 25,000 |
| Total options outstanding | 30,000 |
| RSUs outstanding | 1,600 |
| Shares pledged as collateral | None disclosed for Mr. Pak (pledging disclosure applies to Mr. Dankberg) |
| Director stock ownership guidelines | Non-employee directors must hold ≥3x annual retainer within 5 years; all in compliance as of FY2025 year-end |
Governance Assessment
- Strengths: Independent Lead Director since 2019 with defined responsibilities; chairs NECG and serves on Compensation Committee, signaling active governance engagement . Attendance thresholds met; Board and committee workload documented . Director equity subject to clawback; anti-hedging/pledging policy in place; ownership guidelines met, supporting alignment .
- Compensation mix: Balanced cash retainer plus standardized RSU and option grants; cash reflects leadership and committee roles ($115k), with modest equity grant values ($27.7k RSU; $49.4k options) for FY2025 .
- Potential conflicts: Pak is a partner at Quinn Emanuel; no related-party transactions with his firm are disclosed, and Board affirmed independence under Nasdaq standards (objective and subjective tests) . Ongoing monitoring warranted given professional affiliation.
- Red flags: None disclosed for Pak regarding attendance shortfalls, pledging, or related-party transactions; broader structural consideration remains combined Chair/CEO model, though mitigated by Lead Independent Director role .