XML 13 R2.htm IDEA: XBRL DOCUMENT v3.25.2
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Mar. 31, 2023
Pay vs Performance Disclosure      
Pay vs Performance Disclosure, Table
Pay Versus Performance
Year(1)
Summary
Compensation
Table Total
for our PEO
(2)
Compensation
Actually
Paid to
our PEO
(3)
Average
Summary
Compensation
Table Total for
our NEOs
(2)
Average
Compensation
Actually
Paid to
Non-PEO
NEOs
(4)
Total
Stockholder
Return (Value
of $100 Initial
Investment
on 3/31/22)
(5)
Net
Income
(Loss)
(6)
2025
$ 569,167 $ 234,311 $ 421,815 $ 253,850 $ 53 $ (10,639,000)
2024
$ 873,636 $ 1,752,432 $ 493,866 $ 816,008 $ 89 $ (20,087,000)
2023
$ 730,266 $ 292,681 $ 401,310 $ 245,877 $ 45 $ (15,977,000)
(1)
Lee-Lean Shu served as the Company’s PEO for the entirety of our fiscal years ending March 31 of 2023, 2024, and 2025. The Company’s NEOs other than our PEO (the “Reported NEOs”) for the indicated fiscal years were as follows:

2025:   Didier Lasserre and Patrick Chung

2024:   Didier Lasserre and Patrick Chung

2023:   Douglas M. Schirle and Didier Lasserre
(2)
Amounts reported in these columns represent (i) the total compensation reported in the Summary Compensation Table for the indicated fiscal year in the case of Lee-Lean Shu and (ii) the average of the total compensation reported in the Summary Compensation Table for the NEOs in the indicated year for such years.
(3)
Amounts reported in this column represent the compensation actually paid to our PEO for the indicated fiscal year, as calculated under Item 402(v) of Regulation S-K based on his total compensation reported in the Summary Compensation Table for the indicated fiscal years and adjusted as shown in the table below:
PEO
+/-
2023
2024
2025
Summary Compensation Table – Total
Compensation
(a)
$ 730,266 $ 873,636 $ 569,167
-
Grant Date Fair Value of Stock Awards and Option Awards Granted in Fiscal Year(b)
$ 341,545 $ 482,217 $ 212,000
+
Fair Value at Fiscal Year End of Outstanding and Unvested Stock Awards and Option Awards Granted in Fiscal Year(c)
$ 142,783 $ 627,224 $ 138,096
PEO
+/-
2023
2024
2025
+
Change in Fair Value of Outstanding and Unvested Stock Awards and Option Awards Granted in Prior Fiscal Years(d)
$ (228,557) $ 528,280 $ (301,887)
+
Fair Value at Vesting of Stock Awards and Option Awards Granted in Fiscal Year That Vested During Fiscal Year(e)
$ 0 $ 0 $ 0
+
Change in Fair Value as of Vesting Date of Stock Awards and Option Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year(f)
$ (10,266) $ 205,509 $ 40,934
-
Fair Value as of Prior Fiscal Year End of Stock Awards and Option Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year(g)
$ 0 $ 0 $ 0
=
Compensation Actually Paid
$ 292,681 $ 1,752,432 $ 234,311
(a)
Represents Total Compensation as reported in the Summary Compensation Table for the indicated fiscal year.
(b)
Represents the aggregate grant date fair value of the option awards granted to our PEO during the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(c)
Represents the aggregate fair value as of the indicated fiscal year-end of our PEO’s outstanding and unvested option awards granted during such fiscal year, computed in accordance with FASB ASC Topic 718.
(d)
Represents the aggregate change in fair value (measured from the prior fiscal year-end) during the indicated fiscal year of the outstanding and unvested option awards held by our PEO as of the last day of the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(e)
Represents the aggregate fair value at vesting of the option awards that were granted to our PEO and vested during the indicated fiscal year (of which there were none for 2023, 2024, or 2025)
(f)
Represents the aggregate change in fair value, measured from the prior fiscal year-end to the vesting date, of each option award held by our PEO that was granted in a prior fiscal year and which vested during the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(g)
Represents the aggregate fair value as of the last day of the prior fiscal year of our PEO’s option awards that were granted in a prior fiscal year and which failed to meet the applicable vesting conditions in the indicated fiscal year (of which there were none for 2023, 2024, or 2025)
(4)
Amounts reported in this column represent the compensation actually paid to the NEOs in the indicated fiscal year, as calculated under Item 402(v) of Regulation S-K based on the average total compensation for such NEOs reported in the Summary Compensation Table for the indicated fiscal year and adjusted as shown in the table below:
NEO Average
+/-
2023
2024
2025
Summary Compensation Table – Total Compensation(a)
$ 401,310 $ 493,866 $ 421,815
-   
Grant Date Fair Value of Stock Awards and Option Awards Granted in Fiscal Year(b)
$ 94,446 $ 139,725 $ 84,800
+
Fair Value at Fiscal Year End of Outstanding and Unvested Stock Awards and Option Awards Granted in Fiscal Year(c)
$ 29,951 $ 143,481 $ 55,239
NEO Average
+/-
2023
2024
2025
+
Change in Fair Value of Outstanding and Unvested Stock Awards and Option Awards Granted in Prior Fiscal Years(d)
$ (91,423) $ 211,312 $ (120,755)
+
Fair Value at Vesting of Stock Awards and Option Awards Granted in Fiscal Year That Vested During Fiscal
Year
(e)
$ 0 $ 0 $ 0
+
Change in Fair Value as of Vesting Date of Stock Awards and Option Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year(f)
$ 485 $ 107,074 $ (17,649)
-
Fair Value as of Prior Fiscal Year End of Stock Awards and Option Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year(g)
$ 0 $ 0 $ 0
=
Compensation Actually Paid
$ 245,877 $ 816,008 $ 253,850
Please see footnote 1 for the Reported NEOs included in the average for each indicated fiscal year.
(a)
Represents the average Total Compensation as reported in the Summary Compensation Table for the Reported NEOs in the indicated fiscal year.
(b)
Represents the average aggregate grant date fair value of the option awards granted to the Reported NEOs during the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(c)
Represents the average aggregate fair value as of the indicated fiscal year-end of the Reported NEOs’ outstanding and unvested option awards granted during such fiscal year, computed in accordance with FASB ASC Topic 718.
(d)
Represents the average aggregate change in fair value (measured from the prior fiscal year-end) during the indicated fiscal year of the outstanding and unvested option awards held by the Reported NEOs as of the last day of the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(e)
Represents the average aggregate fair value at vesting of the option awards that were granted to the Reported NEOs and vested during the indicated fiscal year (of which there were none for 2023, 2024, or 2025).
(f)
Represents the average aggregate change in fair value, measured from the prior fiscal year-end to the vesting date, of each option award held by the Reported NEOs that was granted in a prior fiscal year and which vested during the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(g)
Represents the average aggregate fair value as of the last day of the prior fiscal year of the Reported NEOs’ option awards that were granted in a prior fiscal year and which failed to meet the applicable vesting conditions in the indicated fiscal year (of which there were none for 2023, 2024, or 2025).
(5)
Pursuant to Item 402(v) of Regulation S-K, this calculation assumes $100 was invested in our common stock on March 31, 2022, the last day of our fiscal year 2022, using the closing stock price at the end of that day. Historic stock price performance is not necessarily indicative of future stock price performance.
(6)
The dollar amounts represent the amount of net income (loss) attributable to GSI Technology as reflected in our audited financial statements for the applicable fiscal year.
   
Named Executive Officers, Footnote
(1)
Lee-Lean Shu served as the Company’s PEO for the entirety of our fiscal years ending March 31 of 2023, 2024, and 2025. The Company’s NEOs other than our PEO (the “Reported NEOs”) for the indicated fiscal years were as follows:

2025:   Didier Lasserre and Patrick Chung

2024:   Didier Lasserre and Patrick Chung

2023:   Douglas M. Schirle and Didier Lasserre
   
PEO Total Compensation Amount $ 569,167 $ 873,636 $ 730,266
PEO Actually Paid Compensation Amount $ 234,311 1,752,432 292,681
Adjustment To PEO Compensation, Footnote
(3)
Amounts reported in this column represent the compensation actually paid to our PEO for the indicated fiscal year, as calculated under Item 402(v) of Regulation S-K based on his total compensation reported in the Summary Compensation Table for the indicated fiscal years and adjusted as shown in the table below:
PEO
+/-
2023
2024
2025
Summary Compensation Table – Total
Compensation
(a)
$ 730,266 $ 873,636 $ 569,167
-
Grant Date Fair Value of Stock Awards and Option Awards Granted in Fiscal Year(b)
$ 341,545 $ 482,217 $ 212,000
+
Fair Value at Fiscal Year End of Outstanding and Unvested Stock Awards and Option Awards Granted in Fiscal Year(c)
$ 142,783 $ 627,224 $ 138,096
PEO
+/-
2023
2024
2025
+
Change in Fair Value of Outstanding and Unvested Stock Awards and Option Awards Granted in Prior Fiscal Years(d)
$ (228,557) $ 528,280 $ (301,887)
+
Fair Value at Vesting of Stock Awards and Option Awards Granted in Fiscal Year That Vested During Fiscal Year(e)
$ 0 $ 0 $ 0
+
Change in Fair Value as of Vesting Date of Stock Awards and Option Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year(f)
$ (10,266) $ 205,509 $ 40,934
-
Fair Value as of Prior Fiscal Year End of Stock Awards and Option Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year(g)
$ 0 $ 0 $ 0
=
Compensation Actually Paid
$ 292,681 $ 1,752,432 $ 234,311
(a)
Represents Total Compensation as reported in the Summary Compensation Table for the indicated fiscal year.
(b)
Represents the aggregate grant date fair value of the option awards granted to our PEO during the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(c)
Represents the aggregate fair value as of the indicated fiscal year-end of our PEO’s outstanding and unvested option awards granted during such fiscal year, computed in accordance with FASB ASC Topic 718.
(d)
Represents the aggregate change in fair value (measured from the prior fiscal year-end) during the indicated fiscal year of the outstanding and unvested option awards held by our PEO as of the last day of the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(e)
Represents the aggregate fair value at vesting of the option awards that were granted to our PEO and vested during the indicated fiscal year (of which there were none for 2023, 2024, or 2025)
(f)
Represents the aggregate change in fair value, measured from the prior fiscal year-end to the vesting date, of each option award held by our PEO that was granted in a prior fiscal year and which vested during the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(g)
Represents the aggregate fair value as of the last day of the prior fiscal year of our PEO’s option awards that were granted in a prior fiscal year and which failed to meet the applicable vesting conditions in the indicated fiscal year (of which there were none for 2023, 2024, or 2025)
   
Non-PEO NEO Average Total Compensation Amount $ 421,815 493,866 401,310
Non-PEO NEO Average Compensation Actually Paid Amount $ 253,850 816,008 245,877
Adjustment to Non-PEO NEO Compensation Footnote
(4)
Amounts reported in this column represent the compensation actually paid to the NEOs in the indicated fiscal year, as calculated under Item 402(v) of Regulation S-K based on the average total compensation for such NEOs reported in the Summary Compensation Table for the indicated fiscal year and adjusted as shown in the table below:
NEO Average
+/-
2023
2024
2025
Summary Compensation Table – Total Compensation(a)
$ 401,310 $ 493,866 $ 421,815
-   
Grant Date Fair Value of Stock Awards and Option Awards Granted in Fiscal Year(b)
$ 94,446 $ 139,725 $ 84,800
+
Fair Value at Fiscal Year End of Outstanding and Unvested Stock Awards and Option Awards Granted in Fiscal Year(c)
$ 29,951 $ 143,481 $ 55,239
NEO Average
+/-
2023
2024
2025
+
Change in Fair Value of Outstanding and Unvested Stock Awards and Option Awards Granted in Prior Fiscal Years(d)
$ (91,423) $ 211,312 $ (120,755)
+
Fair Value at Vesting of Stock Awards and Option Awards Granted in Fiscal Year That Vested During Fiscal
Year
(e)
$ 0 $ 0 $ 0
+
Change in Fair Value as of Vesting Date of Stock Awards and Option Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year(f)
$ 485 $ 107,074 $ (17,649)
-
Fair Value as of Prior Fiscal Year End of Stock Awards and Option Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year(g)
$ 0 $ 0 $ 0
=
Compensation Actually Paid
$ 245,877 $ 816,008 $ 253,850
Please see footnote 1 for the Reported NEOs included in the average for each indicated fiscal year.
(a)
Represents the average Total Compensation as reported in the Summary Compensation Table for the Reported NEOs in the indicated fiscal year.
(b)
Represents the average aggregate grant date fair value of the option awards granted to the Reported NEOs during the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(c)
Represents the average aggregate fair value as of the indicated fiscal year-end of the Reported NEOs’ outstanding and unvested option awards granted during such fiscal year, computed in accordance with FASB ASC Topic 718.
(d)
Represents the average aggregate change in fair value (measured from the prior fiscal year-end) during the indicated fiscal year of the outstanding and unvested option awards held by the Reported NEOs as of the last day of the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(e)
Represents the average aggregate fair value at vesting of the option awards that were granted to the Reported NEOs and vested during the indicated fiscal year (of which there were none for 2023, 2024, or 2025).
(f)
Represents the average aggregate change in fair value, measured from the prior fiscal year-end to the vesting date, of each option award held by the Reported NEOs that was granted in a prior fiscal year and which vested during the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(g)
Represents the average aggregate fair value as of the last day of the prior fiscal year of the Reported NEOs’ option awards that were granted in a prior fiscal year and which failed to meet the applicable vesting conditions in the indicated fiscal year (of which there were none for 2023, 2024, or 2025).
   
Compensation Actually Paid vs. Total Shareholder Return
Compensation Actually Paid vs. TSR
[MISSING IMAGE: bc_tsr-4c.jpg]
   
Compensation Actually Paid vs. Net Income
Compensation Actually Paid vs. Net Loss
[MISSING IMAGE: bc_netloss-4c.jpg]
   
Total Shareholder Return Amount $ 53 89 45
Net Income (Loss) $ (10,639,000) (20,087,000) (15,977,000)
PEO Name Lee-Lean Shu    
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ (212,000) (482,217) (341,545)
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 138,096 627,224 142,783
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (301,887) 528,280 (228,557)
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 40,934 205,509 (10,266)
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (84,800) (139,725) (94,446)
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 55,239 143,481 29,951
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (120,755) 211,312 (91,423)
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (17,649) 107,074 485
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ 0 $ 0 $ 0