Dimitrios Angelis
About Dimitrios Angelis
Dimitrios Angelis (age 55) is an independent director of reAlpha Tech Corp. (Nasdaq: AIRE) serving since April 2023. He is an accomplished business strategist and attorney with over two decades of experience as general counsel across multinational companies, and currently chairs AIRE’s Nominating and Governance Committee while also serving on its Audit and Compensation Committees. Angelis holds a B.A. in Philosophy and English from Boston College, an M.A. in Behavioral Science from California State University, and a J.D. from NYU School of Law .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Star Equity Holdings, Inc. (NASDAQ: STRR) | Chair, Compensation Committee | Mar 2015 – Mar 2020 | Led compensation oversight for a public company |
| (Various multinational companies) | General Counsel | Not disclosed | Strategic legal and negotiation leadership (general counsel experience) |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The One Group Hospitality (NASDAQ: STKS) | Director | Since Mar 2018 | Public company board service |
| Sparta Biomedical Inc. (private) | President, Co‑Founder, Chairman | Since Jun 2017 | Orthopedic solutions; private company leadership |
| Pharma Tech Law LLC | Managing Member | Since Jan 2017 | Life sciences legal specialization |
Board Governance
- Independence and roles: Angelis is independent under Nasdaq and SEC rules; serves on Audit and Compensation Committees; chairs the Nominating and Governance Committee .
- Committee composition: Audit (Swaminathan – Chair, Cole, Angelis), Compensation (Cole – Chair, Swaminathan, Angelis), Governance (Angelis – Chair, Swaminathan, Cole) .
- Attendance and engagement: In 2024, the board met 5 times; Audit 2; Compensation 1; Governance 0. Each director attended at least 75% of meetings of the board and the committees of which they were members .
- Risk oversight: Audit Committee oversees financial reporting, internal controls, compliance, cybersecurity, and major risk exposures; audit committee report signed by Swaminathan, Cole, and Angelis .
- Code of conduct and insider trading policy: Board‑adopted code and mandatory pre‑clearance for insider trades with trading windows and black‑out periods .
Fixed Compensation
| Year | Fees Earned and Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| 2024 | 25,000 | 50,000 | 75,000 |
- Director compensation policy change (alignment signal): On Aug 11, 2025, the board changed director compensation from cash ($25,000 annually) to equity awards of equivalent value issued quarterly, starting Q3 2025, to build ownership alignment .
Performance Compensation
| Item | Structure | Metrics/Weights | Vesting |
|---|---|---|---|
| Company STIP (execs/participants selected by Comp Committee) | Quarterly performance‑based RSUs under 2022 Plan | Categories: (i) organic revenue; (ii) number of in‑house brokerage transactions; (iii) quality of acquisitions (committee discretion). Weights set by role; Target Award based on % of base salary and category weight | Grants 30 days after quarter end; 50% vests at 12 months; then 12.5% at 15, 18, 21, and 24 months from grant; subject to service and clawback |
Note: AIRE’s directors are not paid based on STIP; metrics are relevant to Angelis’s Compensation Committee oversight responsibilities .
Other Directorships & Interlocks
| Company | Relationship to AIRE | Potential Interlocks/Conflicts |
|---|---|---|
| The One Group Hospitality (NASDAQ: STKS) | External board (restaurant industry) | No AIRE customer/supplier link disclosed; no conflict disclosed |
| Star Equity Holdings (NASDAQ: STRR) | Prior public board role | Prior role; no current interlock; no conflict disclosed |
| Sparta Biomedical (private) | Private company leadership | No disclosed dealings with AIRE |
| Pharma Tech Law LLC | Law firm leadership | No disclosed dealings with AIRE |
Expertise & Qualifications
- Legal and governance: Two decades as general counsel; negotiation and strategic legal acumen for public/private companies .
- Industry experience: Life sciences legal specialization; private medical device leadership (Sparta Biomedical) .
- Education: B.A. Boston College; M.A. California State University; J.D. NYU School of Law .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | As‑of Date |
|---|---|---|---|
| Dimitrios Angelis | 49,505 | <1% | Aug 11, 2025 |
- Group ownership: All directors and executive officers as a group (7 persons) beneficially owned 33,252,848 shares (39.57%) as of Aug 11, 2025 .
- Ownership alignment signals: Policy change to pay director retainers in stock beginning Q3 2025 to increase alignment .
Governance Assessment
- Strengths
- Independence and committee breadth: Angelis serves on all three key committees and chairs Governance, supporting board effectiveness and oversight breadth .
- Legal/governance skill set: Deep general counsel background and public board experience enhance governance rigor and negotiation oversight .
- Alignment improvement: Move to equity‑based director compensation beginning Q3 2025 is positive for ownership alignment .
- Watch Items / Red Flags
- Governance Committee activity: Committee held zero meetings in 2024, despite Angelis chairing; may warrant attention given governance responsibilities (annual board/committee performance reviews, director nominations) .
- Concentrated insider ownership: Insiders (directors/executives) collectively own ~39.57%, which can influence outcomes—requires robust independent director engagement .
- Market/lisiting risk context: Board navigation of reverse split and Nasdaq compliance issues (bid price and MVLS) heightens importance of Governance and Audit Committees’ oversight of capital structure and risk communications .
- Conflicts/Related Parties
- No related‑party transactions disclosed involving Angelis. Notably, loans via Sea Easy Capital (controlled by the spouse of director Balaji Swaminathan; Swaminathan on SEA advisory board) were disclosed and stated as on third‑party‑consistent terms; outstanding $138,885.04 as of Aug 25, 2025—no connection to Angelis .
- Attendance/Engagement
- Angelis met the minimum attendance threshold (≥75%) across board/committee meetings in 2024; overall committee cadence (Gov zero meetings) suggests focus on ensuring governance processes remain active in 2025+ .
Overall: Angelis brings strong legal and governance expertise with comprehensive committee coverage and improved alignment via equity compensation. The lack of Governance Committee meetings in 2024 is a notable governance process gap; continued monitoring of committee activity, director engagement, and capital market compliance communications is warranted .