Exar names fourth CEO in 15 months

exar_logo.gif Exar, the fabless semiconductor company that has had four different people serve as chief executive over the last year and a half, named a new one Wednesday. Pedro “Pete” Rodriguez (pictured below), who serves on Exar’s board and has been chief marketing officer at semiconductor intellectual property supplier Virage Logic, will take over April 28.

Exar, as we’ve previously posted about, has been undergoing a good deal of change over the last few years, including a dissident shareholder’s takeover of the board in 2005 and the acquisition of chip-maker Sipex last August.

Guy Adams, a hedge fund manager from Pasadena who instigated the proxy fight three years ago and who became a member of its board at the same time as Rodriguez in October 2005, quit the board last September, satisfied that his work transforming the company was done. Improving Exar’s “”corporate governance” was one of his main goals when Adams began his fight, including a declassification of the board so that all directors would stand for election each year, and a reduction in compensation for Exar’s management and board.

pete-rodriquez.jpg Some traces of that influence can be discerned in Rodriguez’s employment agreement. His salary of $450,000 is the same as Roubik Gregorian, the CEO from the previous regime who quit in February 2007. But missing from Rodriguez’s contract are the $2,000 monthly automobile allowance, the $5,000 annual reimbursement for professional services such as tax planning and legal assistance, or the $5,000 payment for medical expenses.

Nor did Rodriguez get any restricted stock awarded to him, unlike Gregorian, who was given shares valued at 405,597 in addition to an option for 200,000 shares. Rodriguez’s option grant, however, covers 560,00 shares.

Gregorian also was guaranteed 22 days of vacation when he was hired, which was to rise in steps to 25 days. Rodriguez’s agreement calls for “”no less than” three weeks.

Rodriguez also received a $100,000 signing bonus, but the agreement calls for him to remain in his position for two years, one year longer than the usual hand-cuff agreement. And Rodriguez’s contract grants him at least one other thing that Gregorian’s didn’t: he will be allowed to take up to three-weeks of paid time off each year to fulfill obligations as a member of the U.S. Navy Reserve.

Don’t know what his chances are of being called up should the situation in the Persian Gulf heat up, but should that happen, Rodriguez’s agreement to “exercise his best efforts to perform his duties” as CEO while on Naval Reserve duty might become a bit tricky.


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