Form 4: Sandisk Executive Granted Performance-Based Stock Units

Alper Ilkbahar, EVP and Chief Technology Officer of Sandisk, was granted performance stock units (PSUs) tied to the company's stock price performance.

Summary

• Alper Ilkbahar, the EVP and Chief Technology Officer of Sandisk, received a grant of 149,046 performance stock units (PSUs) on May 9, 2025.
• Each PSU represents the right to receive one share of Sandisk's common stock upon vesting.
• The number of PSUs that will vest depends on Sandisk's stock price performance over a three-year period, starting March 3, 2025, and ending February 24, 2028.
• The maximum performance target requires the company to achieve a 90-day trading average of $105.91.
• If the performance target is not fully achieved, a portion of the PSUs will be forfeited.
• Earned PSUs will vest on February 24, 2028, contingent upon Ilkbahar's continued employment with Sandisk.

Sentiment

Score: 7

Explanation: The document describes a standard executive compensation practice, which is generally viewed positively as it aligns management interests with shareholder value. The sentiment is neutral to slightly positive.

Positives

• The PSU grant aligns executive compensation with company stock performance, incentivizing value creation for shareholders.
• The vesting schedule encourages long-term commitment from the executive.

Risks

• The performance target may not be achieved, resulting in forfeiture of some or all of the PSUs.
• The executive's continued employment is required for vesting, creating a risk of forfeiture if employment terminates before the vesting date.

Future Outlook

The vesting of the PSUs is contingent on the company's stock price performance over the next three years, indicating an expectation of growth and value creation.

Industry Context

Granting performance-based equity compensation is a common practice in the technology industry to align executive incentives with shareholder value and retain key talent.

Comparison to Industry Standards

• Many technology companies, such as Apple, Microsoft, and Intel, use performance-based equity compensation to incentivize their executives.
• The specific performance metrics and vesting schedules vary depending on the company's goals and industry benchmarks.
• The three-year performance period is a standard timeframe for PSU grants in the tech sector.

Stakeholder Impact

• Shareholders benefit from the alignment of executive incentives with stock price performance.
• Employees may be motivated by the potential for increased company value and stock price appreciation.

Key Dates

Keywords

performance stock units, PSU, Sandisk, stock options, executive compensation, Alper Ilkbahar, vesting