Code of Business Conduct and Ethics
Vicor adopted a Code of Business Conduct and Ethics on March 25, 2008. This code includes provisions ranging from conflicts of interest to compliance with all applicable laws and regulations. All Vicor officers, directors, and employees are bound by this Code. Violations of the Code of Ethical Conduct may be reported to the Code of Ethics contact person and/or any member of the Audit Committee.
Board Committees
Audit Committee
Vicor has a separately designated, standing Audit Committee. The Vicor board has determined that Mr. Hudson is an “audit committee financial expert” as that term is defined in Item 401(e)(2) of Regulation S-K. Mr. Franchetti is also a member of the Audit Committee.
The Audit Committee reviews, with Vicor’s independent accountants, Vicor’s annual and quarterly financial statements prior to publication. It also reviews the work of, and approves non-audit services performed by, such independent accountants. Vicor’s Audit Committee appoints the independent accountants for the ensuing year.
Compensation Committee
Mr. Malone is the Chairman of Vicor’s Compensation Committee. Mr. Wheeler and Mr. Franchetti are also members of this Committee. On compensation matters, the Compensation Committee considers and recommends payroll expenditures, salaries, stock options, stock incentive, and bonus proposals for Vicor’s executive officers.
