Hong Hou
WOLFSPEEDAbout Hong Q. Hou
Dr. Hong Q. Hou (age 61) joined Wolfspeed’s Board in September 2025; he is President and CEO of Semtech Corporation since June 2024 and has served on Semtech’s Board since July 2023. Previously, he was President of the Semiconductor Group at Brooks Automation (Feb 2023–Jun 2024) and Corporate VP & GM of Intel’s Cloud & Edge Networking Group (Aug 2018–Feb 2023). He holds a Ph.D. in Electrical Engineering from UC San Diego and a B.S. from Jilin University, China .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Intel Corporation | Corporate VP & GM, Cloud & Edge Networking Group | Aug 2018–Feb 2023 | Led networking group; large-scale transformation in competitive markets |
| Brooks Automation | President, Semiconductor Group | Feb 2023–Jun 2024 | Oversaw wafer handling and contamination control solutions |
| Fabrinet; AXT, Inc.; EMCORE | Executive leadership roles | Not disclosed | Senior leadership in optoelectronics/semiconductors |
| Bell Labs; Sandia National Labs | Technical roles | Not disclosed | Early-career technical foundation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Semtech Corporation (Nasdaq: SMTC) | President & CEO; Director | CEO since Jun 2024; Director since Jul 2023 | Public company leadership and board experience |
Board Governance
- Independence: Board determined Dr. Hou is an independent director under NYSE rules .
- Committee assignments: Member, Compensation Committee (appointed Sept 2025); committee chaired by Anthony M. Abate .
- Board tenure: Director since September 2025 .
- Attendance: FY2025 Board held 28 meetings; each incumbent director met or exceeded the 75% attendance threshold. Note: FY2025 attendance predates Dr. Hou’s appointment, so his specific attendance is not yet disclosed .
- Indemnification: Expected to enter Wolfspeed’s standard indemnification agreement for directors .
- Anti-hedging/pledging: Company policy prohibits hedging and pledging for directors and employees .
Fixed Compensation
Wolfspeed’s non-employee director compensation is cash retainer-based with suspended new director RSUs in FY2025 due to restructuring. The schedule adopted May 1, 2025 applies to Dr. Hou’s September 2025 appointment.
| Component | Amount | Notes |
|---|---|---|
| Board member quarterly cash retainer | $16,250 | Non-employee director service |
| Compensation Committee member quarterly retainer | $2,500 | Committee membership (not chair) |
| Compensation Committee chair retainer | $5,000 | For chair; not applicable to Hou |
| Meeting fees for special committees | $1,000 member; $2,000 chair | If additional committees are formed |
| RSUs for re-elected directors | $200,000 grant value; vests in 1 year | Number of RSUs = $200,000 ÷ 30-day avg price; suspended for new directors in FY2025 |
| FY2025 special monthly supplement (legacy directors) | $15,000 per month (Dec 2024–May 2025) | Lump sum $90,000; context only (predates Hou) |
Equity awards for new directors were suspended in FY2025; the Board intends to implement a new equity award component during FY2026 .
Performance Compensation
Directors do not have performance-tied pay; equity is time-based. FY2025 RSUs for re-elected directors were structured to vest on the first anniversary and were canceled upon emergence from Chapter 11. New director RSUs were suspended; a new equity component is planned for FY2026.
| Equity Program Feature | FY2025 | FY2026 (Planned) |
|---|---|---|
| Annual RSU value | $200,000 (re-elected directors) | To be reintroduced (new equity component) |
| Share count methodology | $200,000 ÷ 30-day avg closing price | Not yet specified |
| Vesting schedule | Full vest on first anniversary | Not yet specified |
| New director RSUs | Suspended | To be determined |
| FY2025 RSU status | 18,834 RSUs granted Dec 5, 2024 to then-serving directors; canceled upon emergence from Chapter 11 on Sept 29, 2025 | N/A |
Other Directorships & Interlocks
| Company | Hou’s Role | Interlock at Wolfspeed | Potential Conflict Notes |
|---|---|---|---|
| Semtech (SMTC) | CEO; Director | Paul V. Walsh, Jr. is also a director at Semtech | Board interlock suggests information flow; no related-party transactions requiring disclosure at Wolfspeed per 8-K |
Expertise & Qualifications
- Education: Ph.D. in Electrical Engineering (UC San Diego); B.S. from Jilin University .
- Technical/industry expertise: Semiconductors, cloud & edge networking, wafer handling/contamination control; global transformation leadership .
- Governance fit: Independent director; service on Compensation Committee aligns with technology and executive leadership background .
Equity Ownership
As of appointment and record date, Dr. Hou had no reported Wolfspeed share ownership. He is subject to director stock ownership guidelines (5x annual cash retainers within five years) and is “compliant” given the transition period.
| Metric | Oct 7, 2025 (Form 3 filing) | Oct 14, 2025 (Record Date) |
|---|---|---|
| Common shares beneficially owned | 0 | “—”; less than 1% |
| Ownership % of outstanding | — | <1% |
| Pledging/Hedging | Prohibited by policy | Prohibited by policy |
| Stock ownership guideline | 5x sum of annual cash retainers within 5 years | Compliance status currently “compliant” within transition period |
Insider Filings & Trades
| Filing/Transaction | Date | Type | Securities Owned Post | Source |
|---|---|---|---|---|
| Form 3 (Initial Statement of Beneficial Ownership) | Filed Oct 7, 2025; transaction date Sept 29, 2025 | Director | 0 |
Governance Assessment
-
Positive signals:
- Independence and appointment to the Compensation Committee; committee independence affirmed .
- Company maintains anti-hedging/pledging prohibitions and director ownership guidelines to align incentives over five years .
- Compensation Committee uses independent consultant (Compensia) with independence evaluated before engagement .
- 8-K explicitly states no Item 404(a) related person transactions for new directors including Hou; no family relationships .
-
Watch items:
- Interlock with Semtech via Paul V. Walsh, Jr. creates potential information flow; monitor for any business relationships between Wolfspeed and Semtech and ensure robust related-party review .
- Initial lack of share ownership (Form 3 shows 0) is common at appointment but monitor progress toward ownership guideline compliance .
- RSU program disruptions (FY2025 cancellations post-bankruptcy) and temporary cash-heavy director pay mix; assess FY2026 equity reintroduction for alignment .
-
Committee effectiveness:
- Compensation Committee held four meetings in FY2025; Hou joined in Sept 2025 post-emergence; Abate chairs; committee oversees compensation risk, policies and consultant engagement .
- Board met 28 times in FY2025; regular independent director executive sessions; attendance disclosure for Hou forthcoming in future proxies .
No evidence of legal proceedings or SEC investigations involving Dr. Hou in Wolfspeed filings; no loans or related-party transactions disclosed for him .