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Companies Netlist Inc

Netlist (NLST): executive pay, fiscal 2025

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CEO total pay$1,178,384CEO Chun Hong · source
Say-on-pay support89.56%Latest vote · source
CEO pay ratio28:1To the median employee · source

CEO pay, last three years

  • $2,053,207FY2023
  • $1,557,414FY2024
  • $1,178,384FY2025

CEO total pay was $1,178,384 in fiscal 2025, down from $1,557,414 in fiscal 2024.

FY2025: salary $450,000 · bonus $0 · stock awards $635,250 · option awards $0

Executives and directors

Frequently asked questions

Who was the highest-paid executive at Netlist Inc in fiscal 2025?
As disclosed, Chun Hong (President, Chief Executive Officer and Director) was the highest-paid executive at Netlist Inc in fiscal 2025, with total compensation of $1,178,384.
What is Netlist Inc's CEO-to-median employee pay ratio?
As disclosed, Netlist Inc's CEO-to-median employee pay ratio was 28:1.
How did shareholders vote on Netlist Inc's executive compensation?
As disclosed, 89.56% of shareholders supported Netlist Inc's executive compensation in the latest say-on-pay vote.

Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.

Full detail

Every table from the filing. Open any section.

Summary compensation table
Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Chun Hong$450,000$0$635,250$0$0$0$93,134$1,178,384
President, Chief Executive Officer and Director
Gail Sasaki275,0000127,05000024,104426,154
Executive Vice President, Chief Financial Officer and Corporate Secretary

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Named executive officerFY2025 totalFY2024 totalFY2023 totalΔ FY2024→2025
Chun Hong$1,178,384$1,557,414$2,053,207↓ −379,030
Gail Sasaki426,154415,858583,257↑ +10,296

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

Incentive-plan design — the Compensation Discussion & Analysis

Our executive compensation program reflects a variable pay-for-performance philosophy, utilizing several performance measures to align executive compensation with Company performance. We generally seek to incentivize long-term performance and do not specifically align our performance measures with Compensation Actually Paid (CAP) for a particular year.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultant—
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingfalse
Equity grants and outstanding awards

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Chun Hong—2021-01-13——937,500—$62,500
Gail Sasaki—2022-01-25——125,000—104,688
Gail Sasaki—2023-03-16——25,000—20,938
Chun Hong—2015-01-06————300,000
Chun Hong—2022-01-25——300,000—251,250
Gail Sasaki—2021-01-13——12,500—10,469
Chun Hong—2023-03-16——374,250—313,434

Vehicle mix — grant-date fair value by award type

Grant-level vehicle detail not disclosed.

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Gail SasakiPSU25,000—$21,750
Gail SasakiPSU50,000—43,500
Gail SasakiPSU75,000—65,250
Chun HongPSU100,000—87,000
Chun HongPSU249,500—217,065
Chun HongOption300,0000.7—
Chun HongOption300,0001.02—
Chun HongPSU562,500—489,375
Chun HongPSU1,000,000—870,000
Chun HongRSU1,000,0000.72—
Director compensation

No director compensation table is on file for fiscal year 2025.

Board fee structure and ownership guideline

Annual cash retainer$80,000
Annual equity retainer—
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)—
Stock ownership guideline—
Peer group, and who names Netlist as a peer

Companies that benchmark against NLST

2 companies name NLST as a compensation peer

The list of companies that name NLST as a peer is temporarily unavailable — recheck shortly.

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company’s own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1Netlist Inc2025Chun Hong$450,000$635,250$0$0$1,178,384

Each peer’s compensation is from its most recently filed proxy; fiscal years differ by company. Each peer’s figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

Say-on-pay history and pay ratio
Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20252025-09-0979,236,9909,234,3163,039,26389.56%Passed
20222022-08-1649,827,1027,487,7801,241,27886.94%Passed
20192019-08-1418,471,0563,895,3631,266,52882.58%Passed
20162016-06-0818,144,925994,827365,45994.8%Passed

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year’s compensation.

Say-on-pay — history, company’s computation

Meeting yearMeeting dateApproval — company’s computation
20252025-09-0989.56%a
20222022-08-1686.94%b
20192019-08-1482.58%c

a. Approved under the standard stated in the filing — “As a result, abstentions and broker non-votes, if any, will have no effect on the outcome of this proposal because of the nature of this voting requirement.”.

b. Approved under the standard stated in the filing — “As a result, abstentions and broker non-votes, if any, will have no effect on the outcome of this proposal because of the nature of this voting requirement.”.

c. Approved under the standard stated in the filing — “Non- Routine Matter Effect of Abstentions Effect of Broker Non-Votes 1: Election of Directors Plurality of Votes Cast Non-Routine No effect No effect 2: Ratification of Auditor Majority of Votes Cast Routine No effect None expected 3: Advisory Approval of executive compensation Majority of Shares Present Non-Routine No effect None expected 3 Table of Contents Tabulation of Votes The inspector of elections of the Annual Meeting will tabulate the votes of our stockholders at the Annual Meeting.”.

Approval percentages are the company’s own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

CEO pay ratio

Ratio (CEO : median employee)28 : 1
CEO total compensation$2,053,207
Median employee compensation$72,248
Insider trades since the proxy

No insider equity transactions reported since the proxy statement.

Sources (15 citations)

Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.

  • Section 01, Chun Hong. DEF 14A, filed 2026-07-31. Section “Executive Compensation”. As printed: 1,178,384. View filing ↗
  • Section 01, Gail Sasaki. DEF 14A, filed 2026-07-31. Section “Executive Compensation”. As printed: 426,154. View filing ↗
  • Section 03, Chun Hong . DEF 14A, filed 2026-07-31. Section “EXECUTIVE OFFICER AND DIRECTOR COMPENSATION” · grants of plan-based awards table. View filing ↗
  • Section 03, Gail Sasaki . DEF 14A, filed 2026-07-31. Section “EXECUTIVE OFFICER AND DIRECTOR COMPENSATION” · grants of plan-based awards table. View filing ↗
  • Section 03, Gail Sasaki . DEF 14A, filed 2026-07-31. Section “EXECUTIVE OFFICER AND DIRECTOR COMPENSATION” · grants of plan-based awards table. View filing ↗
  • Section 03, Chun Hong . DEF 14A, filed 2026-07-31. Section “EXECUTIVE OFFICER AND DIRECTOR COMPENSATION” · grants of plan-based awards table. View filing ↗
  • Section 03, Chun Hong . DEF 14A, filed 2026-07-31. Section “EXECUTIVE OFFICER AND DIRECTOR COMPENSATION” · grants of plan-based awards table. View filing ↗
  • Section 03, Gail Sasaki . DEF 14A, filed 2026-07-31. Section “EXECUTIVE OFFICER AND DIRECTOR COMPENSATION” · grants of plan-based awards table. View filing ↗
  • Section 03, Chun Hong . DEF 14A, filed 2026-07-31. Section “EXECUTIVE OFFICER AND DIRECTOR COMPENSATION” · grants of plan-based awards table. View filing ↗
  • Section 07, pay ratio. DEF 14A, filed 2024-06-28. Section “CEO Pay Ratio”. As printed: 28 : 1. View filing ↗
  • Section 06, 2025 vote. Form 8-K, filed 2025-09-11. Item 5.07 · say-on-pay result. As reported: 89.56% (votes for as printed: 79,236,990). View filing ↗
  • Section 06, 2022 vote. Form 8-K, filed 2022-08-18. Item 5.07 · say-on-pay result. As reported: 86.94%. View filing ↗
  • Section 06, 2019 vote. Form 8-K, filed 2019-08-15. Item 5.07 · say-on-pay result. As reported: 82.58%. View filing ↗
  • Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
  • Netlist Inc (subject), Section 10b CEO total. DEF 14A, filed 2026-07-31. CEO total compensation as printed in Netlist Inc's own proxy. As printed: 1,178,384. View filing ↗
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