Equity Compensation Manager

Equity Compensation Manager

Reports To: CFO

Company Overview:

Netlist, Inc. (OTCQB: NLST) is a leading provider of high-performance modular memory subsystems and next-generation storage-class memory solutions. We specialize in cutting-edge technologies that enable innovation in AI, cloud computing, and enterprise infrastructure. Our product portfolio includes DDR4/DDR5 DIMMs, NAND-based SSDs, and advanced interconnect technologies such as CXL and PCIe .

Join our world-class engineering team and be part of shaping the future of memory and storage architecture.

Position Summary:

The Equity Compensation Manager is responsible for the administration, reporting, and ongoing management of the Company’s equity compensation programs. This position will oversee the day-to-day administration of stock options, restricted stock units (RSUs), and other equity awards while ensuring accurate records, timely processing, and compliance with applicable Company policies and regulatory requirements.

The Equity Compensation Manager will partner closely with Human Resources, Finance, Accounting, Legal, Payroll, and external service providers to support equity transactions, reporting, employee communications, and compensation initiatives.

Key Responsibilities:

- Equity Plan Administration
- Manage the day-to-day administration of the Company’s equity compensation plans, including stock options, RSUs, and other equity-based awards.
- Coordinate the full lifecycle of equity awards, including grants, vesting, exercises, releases, cancellations, forfeitures, and terminations.
- Maintain accurate participant, grant, vesting, and transaction data within the Company’s equity administration system.
- Coordinate equity award activity for new hires, promotions, retention awards, annual grants, and other compensation events.
- Review equity transactions and reconciliations to ensure completeness and accuracy.
- Monitor share availability under the Company’s equity plans and prepare periodic reporting for management.
- Coordinate with the Company’s stock plan administrator, transfer agent, brokers, and other external partners as appropriate.

Financial Reporting & Compliance

- Partner with Finance and Accounting to support equity compensation accounting and reporting requirements, including ASC 718.
- Provide accurate equity data and reporting to support quarterly and annual financial reporting.
- Assist with reconciliations of equity records to payroll, accounting, and transfer-agent records.
- Support internal and external audit requests related to equity compensation.
- Partner with Legal on equity plan documentation, award agreements, Board and Compensation Committee approvals, and SEC-related reporting requirements.
- Maintain appropriate documentation and controls supporting equity administration processes.
- Support compliance with applicable securities, tax, payroll, and reporting requirements.

Payroll & Tax Coordination

- Partner with Payroll and Finance to coordinate tax withholding and payroll reporting associated with equity transactions.
- Oversee equity compensation and payroll administration, including the design, structure, implementation, and ongoing management of annual and performance-based bonus and incentive plans.
- Review vesting, exercise, and settlement activity to help ensure accurate and timely processing.
- Assist with year-end reconciliation and reporting of equity-related payroll and tax information.

Employee & Executive Support

- Serve as a primary resource for employees and executives regarding equity awards, vesting schedules, exercises, and general stock plan questions.
- Develop clear employee communications and educational materials that help participants understand their equity awards.
- Provide high-touch support for executive equity transactions while maintaining confidentiality and accuracy.
- Assist HR and management with equity information used in offers, promotions, retention programs, and other compensation decisions.

Reporting & Analysis

- Prepare regular and ad hoc equity reports for Human Resources, Finance, Legal, executive management, and the Compensation Committee.
- Analyze grant activity, vesting schedules, outstanding awards, share usage, dilution, and other equity plan metrics.
- Support equity compensation modeling and planning.
- Identify opportunities to improve processes, controls, reporting, and the employee experience associated with the equity program.

Required Qualifications:

- Bachelor’s degree in Human Resources, Finance, Accounting, Business Administration, or a related field.
- Approximately 5–8+ years of relevant experience in equity compensation, stock plan administration, compensation, finance, or a related field.
- Direct experience administering equity compensation programs for a publicly traded company strongly preferred.
- Strong knowledge of stock options, RSUs, vesting schedules, exercises, and equity award administration.
- Working knowledge of ASC 718 and equity-related payroll and tax considerations.
- Familiarity with public-company equity compensation and SEC reporting requirements.
- Experience working with equity administration platforms such as Morgan Stanley at Work/Shareworks, Fidelity Stock Plan Services, E*TRADE Equity Edge Online, or similar systems is preferred.
- Advanced Excel skills and strong analytical capabilities.
- Excellent attention to detail with the ability to manage sensitive and confidential information.
- Strong written and verbal communication skills.
- Ability to work cross-functionally with HR, Finance, Accounting, Legal, Payroll, executives, and external service providers.

Preferred Qualifications:

- Certified Equity Professional (CEP) designation.
- Experience within a publicly traded technology or semiconductor company.
- Experience supporting executive equity compensation and Compensation Committee processes.
- Experience supporting equity plan audits, financial reporting, and internal controls.

Ideal Candidate

The ideal candidate is highly analytical and detail-oriented, with strong knowledge of public-company equity compensation administration. This individual is comfortable managing the operational details of equity programs while partnering across HR, Finance, Accounting, Legal, and Payroll. They will bring a strong service orientation, sound judgment, discretion, and the ability to explain complex equity matters clearly to employees and executives.

Salary Range: $155K - $170K/yr