Corporate Governance
Data I/O Corporation is committed to maintaining the highest standards of corporate governance. The following documents outline our governance framework, ethical guidelines, and committee responsibilities.
Executive Team
William Wentworth
President and Chief Executive Officer
Since 2023
William Wentworth joined the Data I/O Board in May 2023, became President in September 2024 and CEO in October 2024. He co-founded Source Electronics, a global market leader in programming and test services, leading its sale to HIG Capital in 2001 and subsequent sale to Avnet in 2008. He held senior roles at Avnet, served as Principal at Wentworth Advisors, and was Managing Director at Blankfactor. He holds an Associate degree in Electronics from ATI Technical Institute. He brings over 35 years of experience in the semiconductor and electronics manufacturing industries to the Data I/O Board.
Charlie DiBona
Vice President of Finance and Chief Financial Officer
Since 2025
Charlie DiBona joined Data I/O in August 2025, bringing nearly two decades of experience spanning financial reporting, resource optimization, IT implementation, capital markets, and M&A. He previously served as General Manager of Strategy and M&A for Microsoft's Server and Tools Business. Mr. DiBona holds an MBA from Harvard Business School and an A.B. in Economics (Magna Cum Laude) from Harvard University.
Board of Directors
Edward J. Smith
Chair of the Board of Directors
Director since 2022
Mr. Smith joined the Data I/O Board in 2022 and was appointed Board Chair in December 2025. He serves as Executive Chairman of SMTC Corporation, having previously served as its CEO through May 2024. He was formerly President of Avnet Inc. and CEO of SMTEK International. He is the founder of the We Will Never Forget charitable foundation. Mr. Smith brings over 25 years of experience in EMS and electronic component distribution.
Committee Assignments
William Wentworth
President, CEO, and Director
Director since 2023
Mr. Wentworth joined the Data I/O Board in May 2023, became President in September 2024 and CEO in October 2024. He co-founded Source Electronics, a global market leader in programming and test services, leading its sale to HIG Capital in 2001 and subsequent sale to Avnet in 2008. He held senior roles at Avnet, served as Principal at Wentworth Advisors, and was Managing Director at Blankfactor. He holds an Associate degree in Electronics from ATI Technical Institute. He brings over 35 years of experience in the semiconductor and electronics manufacturing industries to the Data I/O Board.
Douglas W. Brown
Director
Director since 2011
Mr. Brown has served as a Director since 2011. He is the retired Executive Chairman of All Star Directories, Inc. and previously served as its President. He held executive roles at GoAhead Software, Seattle Silicon, and Phamis, and began his career as a CPA at Arthur Young & Co. Mr. Brown holds a Bachelor's degree in Business from the University of Idaho.
Committee Assignments
Sally A. Washlow
Director
Director since 2020
Ms. Washlow has served as a Director since 2020. She is the CEO and a member of the Board of Directors of Orion Energy Systems, Inc. (NASDAQ: OESX). She previously served as COO and President of Cobra Electronics (Cedar Electronics under private equity) and as CEO of Cedar Electronics. She led LHH's International Center for Executive Options. Ms. Washlow holds a Bachelor of Arts in Supply Chain Management from Michigan State University and an MBA in Marketing from DePaul University.
Committee Assignments
Garrett R. Larson
Director
Director since 2025
Mr. Larson joined the Data I/O Board in January 2025. He is a Senior Equity Analyst with Kanen Wealth Management, LLC. He previously led investment research in technology and consumer sectors at Kynikos Associates and SPX Capital hedge funds. Mr. Larson holds a Bachelor of Science in Finance from Florida State University.
Committee Assignments
Steven Waszak
Director
Director since 2025
Mr. Waszak joined the Data I/O Board in December 2025. He serves as Chief Financial Officer of SMTC Corporation. He previously held CFO and executive roles at Connected-Holdings, BTI Systems, and Ciena Corporation, and served as CEO of BTI Systems. His career began at Deloitte. Mr. Waszak brings over 30 years of experience in finance, M&A, and strategic leadership. He holds a Bachelor of Science in Accounting from Loyola Marymount University and completed executive programs at Harvard and Kellogg.
Committee Assignments
Committee Composition
Committee Composition
| Director | Audit Committee | Compensation Committee | Gov & Nominating |
|---|---|---|---|
| Douglas W. Brown | Chair | — | Member |
| Edward J. Smith | Member | Member | Member |
| Garrett R. Larson | Member | Member | Chair |
| Sally A. Washlow | — | Chair | Member |
| Steven Waszak | Member | Member | Member |
Audit Committee
- Douglas W. Brown Chair
- Edward J. Smith
- Garrett R. Larson
- Steven Waszak
Compensation Committee
- Sally A. Washlow Chair
- Edward J. Smith
- Garrett R. Larson
- Steven Waszak
Corporate Governance & Nominating Committee
- Garrett R. Larson Chair
- Douglas W. Brown
- Sally A. Washlow
- Edward J. Smith
- Steven Waszak
NASDAQ Listing Standards: In compliance with NASDAQ listing requirements, the following governance documents are publicly available for review by all shareholders and stakeholders.
Code of Business Conduct and Ethics
Data I/O's Code of Ethics applies to all directors, officers, and employees. It covers compliance with laws, conflicts of interest, corporate opportunities, confidentiality, fair dealing, protection of company assets, and reporting procedures.
Download PDFAudit Committee Charter
The Audit Committee assists the Board of Directors in overseeing the integrity of financial statements, compliance with legal requirements, the independent auditor's qualifications, and the performance of internal audit functions.
Download PDFCompensation Committee Charter
The Compensation Committee oversees the compensation of the CEO and other executive officers, administers equity compensation plans, and reviews director compensation.
Download PDFCorporate Governance and Nominating Committee Charter
The Corporate Governance and Nominating Committee identifies qualified candidates for the Board, recommends nominees, and oversees corporate governance practices.
Download PDFCorporate Governance Guidelines (via Proxy Statement)
Data I/O's Corporate Governance Guidelines are included in the latest Proxy Statement (DEF 14A). They address the role and composition of the Board of Directors, director qualifications, Board meetings and committees, director compensation, management succession planning, and communications with the Board.
Download PDFConflict Minerals Policy
Data I/O's Conflict Minerals Policy outlines the company's commitment to responsible sourcing and compliance with SEC rules regarding conflict minerals originating from the Democratic Republic of Congo and adjoining countries.
Download PDFWhistleblower Policy
Whistleblower procedures are detailed within the Code of Business Conduct and Ethics document. The policy provides procedures for reporting suspected violations of company policies, applicable laws, or unethical conduct, including anonymous reporting channels and protections against retaliation.
Download PDFDirector Independence
Director Independence: The Board of Directors has determined that each non-management director meets the independence standards established by the NASDAQ Stock Market. Independence determinations are disclosed annually in the Company's proxy statement (DEF 14A) filed with the SEC.
Reporting Concerns
Data I/O Corporation encourages all employees, officers, directors, and external parties to report concerns about accounting, auditing, internal controls, or other compliance matters. Reports can be made on a confidential and anonymous basis. For details on how to report a concern, please review our Whistleblower Policy.