Soumya Das
About Soumya Das
Soumya Das is Chief Executive Officer of XTIA’s Real-Time Location System (RTLS) Division and a member of the Board since March 2024 (at the XTI Merger close). He is 53 years old and also serves as Managing Director of Inpixon GmbH and its subsidiary IntraNav GmbH . He previously served as XTIA’s Chief Operating Officer (2018–March 2024) and Chief Marketing Officer (2016–March 2021) and holds an MBA from Richmond College (London) and a BBM from Andhra University (India) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| XTIA (Inpixon) | CEO, RTLS Division; Director | Mar 2024–present | Leads RTLS operations; joined Board at merger close . |
| XTIA (Inpixon) | Chief Operating Officer | Feb 2018–Mar 2024 | Enterprise operations leadership; compensation shifted from commissions to milestone-based bonus in 2021 . |
| XTIA (Inpixon) | Chief Marketing Officer | Nov 2016–Mar 2021 | Marketing leadership; original employment agreement executed Nov 2016 . |
| Identiv | Chief Marketing Officer | Nov 2013–Jan 2016 | Security technology go-to-market leadership . |
| SecureAuth | Chief Marketing Officer | Jan 2012–Oct 2013 | Identity/security solutions marketing and growth . |
| CrownPeak | VP, Marketing & Strategy | Apr 2010–Jan 2012 | Strategy for web content management solutions . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Museum on Mile | Board Member | Jan 2019–present | Non-profit board service . |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $312,000 | $312,000 |
| Target Bonus (structure) | Up to $300,000 (milestone-based per CEO from 2021) | Up to $300,000 (milestone-based per CEO) |
| Actual Bonus Paid ($) | $288,863 | $912,000 (incl. $612k Strategic Transaction bonus + $300k employment agreement bonus) |
| All Other Compensation ($) | $106,897 (incl. $12k auto allowance; CVH units $94,897 FMV) | $12,000 (auto allowance) |
| Total Compensation ($) | $707,760 | $1,600,650 |
Performance Compensation
-
Annual bonus mechanics
- From 2021, commissions were replaced with an annual bonus target up to $300,000 tied to milestones set by the CEO (tasks, deadlines, amounts) .
- 2024 actual bonus included $300,000 under the employment agreement .
-
Strategic Transaction Bonus Plan (STBP)
- Structure: Cash bonus equal to 100% of aggregate annual base salary + target bonus at closing of a “Contemplated Transaction” (XTI Merger qualifies); payments were scheduled per a March 11, 2024 amendment . Mr. Das is an STBP participant .
- 2024 payout: $612,000 (matching $312k base + $300k target bonus) .
-
Equity award policy
- Options to executives are granted case-by-case, with legal oversight to avoid misuse of MNPI; non-employee directors receive annual options under the May 2024 policy .
Equity Incentives Detail
| Grant Date | Instrument | Shares/Options | Exercise/Strike | Vesting | Expiration |
|---|---|---|---|---|---|
| Jun 12, 2024 | Stock Options | 3,900 | $117.50 | 1/3 per year on each anniversary | Jun 12, 2034 |
| Sep 4, 2025 | Stock Options | 78,000 | $2.00 | 1/3 immediate; remainder quarterly over 2 years | Sep 4, 2035 |
| Jun 12, 2024 | ISO component | 2,537 | $118.25 | 1/3 per year | Jun 12, 2034 |
| Jun 12, 2024 | NQSO component | 1,364 | $118.25 | 1/3 per year | Jun 12, 2034 |
- Post-termination exercise: On Oct 9, 2025, the Board extended post-termination exercise for vested options held by Mr. Das from 3 months to full option term (except for death/disability or for-cause terminations), subject to grantee agreement .
Performance Payout Summary (select items)
| Metric/Event | Weighting | Target | Actual | Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Employment bonus (milestone-based) | N/A | CEO-set milestones | Not disclosed | $300,000 (2024) | Annual determination per contract |
| Strategic Transaction (XTI Merger) | N/A | Close “Contemplated Transaction” | Closed Mar 12, 2024 | $612,000 (cash) | Per STBP amendment schedule |
Equity Ownership & Alignment
| As of Sep 17, 2025 | Amount | % Outstanding | Notes |
|---|---|---|---|
| Beneficial Ownership | 27,275 options exercisable within 60 days | <1% | Footnote (6) indicates only options counted; no direct shares listed . |
| Anti-pledging/Hedging Policy | — | — | Directors and officers are prohibited from holding in margin accounts, pledging, short selling or similar hedging in Company securities . |
| Outstanding Unexercised/Unvested (12/31/24) | 3,900 options unexercisable @ $117.50 | — | Vest 1/3 annually; 10-year term . |
Insider reporting: XTIA disclosed Mr. Das filed one late Form 4 on Mar 14, 2024 for a Mar 8, 2024 transaction .
Employment Terms
| Term | Detail |
|---|---|
| Original Agreement | Effective Nov 7, 2016 as CMO; $250,000 salary; bonus up to $75,000; initial 24-month term; one 12-month auto-renewal . |
| Amendments | Aug 31, 2018: salary to $275,000; MBOs up to $50,000; 2% commissions on IPA revenue; $1,000/mo transport allowance; May 10, 2019: +1% commission on Shoom revenue . |
| 2021 Compensation Shift | Effective Jan 1, 2021: salary to $312,000; commissions superseded by bonus target up to $300,000 with CEO-set milestones . |
| Severance (no just cause) | Based on tenure at termination: 1 month (6–12 months service), 3 months (>12–24 months), 6 months (>24 months); plus 50% of accrued but unpaid bonus, accrued vacation, and reimbursable expenses . |
| Change-in-Control | If Mr. Das resigns within 24 months following a change of control due to a material diminution in position or compensation, severance as above applies (double-trigger) . |
| For Cause | Only earned salary and accrued but unused vacation through termination date . |
Board Governance and Service
- Board service: Class I Director; term expires at the 2027 annual meeting .
- Independence: The Board determined all current directors are independent except executives Soumya Das and Scott Pomeroy .
- Committees: Audit, Compensation, and Nominating/Governance committees are composed of independent directors; Mr. Das is not listed as a member on any committee .
- Attendance: The Board met 14 times in 2024; no director attended fewer than 75% of Board and assigned committee meetings .
- Director pay: Executive directors (including Mr. Das) are covered under Executive Compensation and excluded from the non-employee director compensation table .
Compensation Structure Analysis
- 2024 pay mix reflects transaction-driven cash and new equity: Salary flat at $312k while bonus rose to $912k due to STBP ($612k) and employment bonus ($300k); option grant valued at $364,650 (June 2024) was added versus no option awards disclosed in 2023 .
- Option leverage expanded in 2H 2025 at low strike: 78,000 options at $2.00 were granted on Sep 4, 2025 with 1/3 immediate vesting and the remainder quarterly over two years, creating near-term exercisability and potential selling pressure if in-the-money .
- Post-termination option extension to full term reduces forced selling and may lower near-term insider selling pressure upon departures .
- Anti-pledging/hedging policy mitigates alignment risks tied to collateralized or hedged positions .
Director Compensation (context for dual role)
- Non-employee directors receive cash retainers by role and annual option grants equal in fair value to cash retainers under the 2018 Plan; executive directors like Mr. Das are compensated via executive pay programs, not the non-employee director plan .
Other Directorships & Interlocks
- Current: Museum on Mile (board member) .
- No public-company board interlocks or related-party transactions involving Mr. Das were identified in the related-party section for the covered period .
Investment Implications
- Alignment and retention: Das’s STBP payout directly tied to the merger closing (pay-for-event, not operating metrics), while ongoing annual bonus remains milestone-based; extension of post-termination exercise windows reduces forced monetization risk and can improve retention optics .
- Potential selling pressure: The Sep 2025 grant includes 1/3 immediately vested (26,000 options) and quarterly vesting thereafter; if shares trade above $2.00, newly vested tranches could create periodic supply from exercises/sales, though the anti-pledging policy reduces margin-call risk .
- Ownership “skin in the game”: Beneficial ownership shows <1% with 27,275 options exercisable within 60 days as of Sep 17, 2025, suggesting relatively low direct equity exposure vs. peers; incremental 2025 options increase future exposure but remain option-based rather than RSU/PSU .
- Governance: Insider directorship (non-independent) on a staggered board with CEO-Chairman structure at the company level (Pomeroy) concentrates management influence; however, all committees are independent and attendance was strong in 2024, partially mitigating governance risk .
- Controls/Compliance: One late Form 4 in March 2024 was disclosed; while minor, it is a governance footnote for tracking future compliance .
