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Adam Feinstein

Lead Independent Director at Airsculpt Technologies
Board

About Adam Feinstein

Adam Feinstein (age 53) is an independent director of AirSculpt Technologies and the Board’s Lead Independent Director since March 2023; he has served on the Board since June 2021 and previously served as non‑executive chair from September 2021 to January 2023 . He is Managing Partner and founder of Vesey Street Capital Partners (VSCP) with prior roles including SVP of Corporate Development and Strategic Planning at LabCorp and Managing Director in Equity Research at Barclays/Lehman; he holds a B.S. in Business from the University of Maryland and is a CFA charterholder, and completed the Nashville Healthcare Council Fellows program .

Past Roles

OrganizationRoleTenureCommittees/Impact
LabCorpSVP, Corporate Development, Strategic Planning and Office of CEOJun 2012 – Aug 2014Senior corporate development; strategic planning leadership
Barclays Capital/Lehman BrothersManaging Director, Equity Research~14 years (prior to 2012)Healthcare coverage; research leadership
Elite Body Sculpture (pre-IPO)Non‑Executive Chairman, Board of ManagersOct 2018 – IPOGovernance leadership pre-IPO

External Roles

OrganizationRoleTenurePublic/PrivateNotes
Vesey Street Capital Partners, L.L.C.Founder and Managing Partner2014 – presentPrivateSponsor of AIRS; controls ~50% stake via affiliates
HealthChannels (ScribeAmerica)DirectorOct 2016 – presentPrivateHealthcare services (scribes/value-based solutions)
PathGroupDirectorAug 2016 – presentPrivatePathology services
Safecor HealthDirectorAug 2021 – presentPrivatePharma unit dose packaging
Inceptua GroupDirectorJan 2024 – presentPrivateClinical trial supplies/early access
QualityMetricChairmanAug 2020 – Aug 2023PrivateHealth/disease-specific surveys
Surgery Partners, Inc. (SGRY)DirectorSep 2015 – Dec 2019PublicASC operator; prior public board

Board Governance

  • Role on AIRS Board: Lead Independent Director (since March 2023) with defined responsibilities including meeting scheduling with CEO, agenda approval, moderating executive sessions, liaison between independent directors and CEO, and presiding when CEO not present .
  • Committee assignments: Not listed as a member of the Audit, Compensation, or Nominating & Governance Committees as of the 2025 proxy (Audit: Aaron/Chu/Higgins; Compensation: Chu/Aaron/Higgins; N&CG: Higgins/Sollof) .
  • Independence: Board determined he is “independent” under Nasdaq rules, while noting he is an affiliate of the Sponsor (VSCP), which owns ~50.06% of common stock .
  • Attendance: Board met 5x in FY2024; Audit 4x; Compensation 5x; N&CG 4x; each director attended all Board meetings and all committee meetings on which they served; all directors attended the 2024 annual meeting .
  • Controlled company status: AIRS meets Nasdaq’s controlled company definition but states it does not rely on exemptions; five of seven directors are independent .
  • Board leadership update: On Nov 14, 2025, AIRS appointed Mike Doyle as Non‑Executive Chairman; Board determined him to be independent; no director compensation for Doyle in chair role .
  • Executive sessions: Independent directors meet in executive session periodically, no less than twice per year per guidelines .

Fixed Compensation (Director)

YearCash Retainer (Annual)Committee FeesMeeting FeesNotes
2024 (Feinstein)$0$0$0Directors nominated by VSCP, including Adam Feinstein, did not receive AirSculpt director compensation .
Policy reference (context)$75,000Audit Chair $20,000; Audit Member $10,000; Comp/N&CG Chair $15,000; Member $7,500N/AStandard non‑employee director cash compensation policy; certain directors waived FY2025 compensation .

Performance Compensation (Director Equity)

YearAnnual Director RSUsGrant-Date Fair ValueVestingNotes
2024 (Feinstein)$0$0N/AVSCP‑nominated directors (Feinstein, Sollof) did not receive director equity .
2024 (policy for others, context)26,087 RSUs per non‑employee director$150,000 per directorVest at earlier of first anniversary or day prior to next annual meeting (May 7, 2025)Standard equity compensation; applies to non‑employee directors other than VSCP‑nominated and those waiving .

Incentive design for directors is time‑based RSUs; there are no performance‑metric plans for non‑employee directors disclosed .

Other Directorships & Interlocks

  • Public company boards: Former director of Surgery Partners, Inc. (NASDAQ: SGRY) (2015–2019) .
  • Interlocks/potential overlaps: Dr. Aaron Rollins serves as board adviser to Safecor Health, a VSCP‑affiliated portfolio company where Feinstein is a director, indicating an interlock with the Sponsor’s ecosystem .
  • Sponsor rights: Stockholders Agreement gives VSCP affiliates nomination rights and (while in effect) influence over chair selection when entitled to two designees; amended July 30, 2024 to permit the Board/committee, when exercising fiduciary duties, to withhold recommendation of a Sponsor/Dr. Rollins designee .

Expertise & Qualifications

  • Finance and investing: Managing Partner at VSCP; former Managing Director, Equity Research (Barclays/Lehman) with 14 years’ sell‑side healthcare experience .
  • Corporate development/operations: Former LabCorp SVP of Corporate Development and Strategic Planning; multiple private healthcare services boards (PathGroup, ScribeAmerica, Safecor, Inceptua) .
  • Credentials: CFA charterholder; B.S. in Business (University of Maryland); Nashville Healthcare Council Fellows program .

Equity Ownership

HolderShares Beneficially Owned% of OutstandingOwnership Structure / Notes
Adam Feinstein (through VSCP affiliates)29,324,18050.06%Held via VSCP EBS Aggregator, L.P. (13,575,862), VSCP Healthcare Fund‑A, L.P. (4,374,714), and EBS Aggregator Blocker Holdings, LLC (11,373,604); Feinstein is Managing Partner of VSCP Fund (general partner/manager); certain voting/investment power shared with investors in Aggregator Blocker Holdings .
Shares pledged or hedgedPolicy prohibits pledging, margin, and hedging transactions for directorsCompany insider trading policy bans pledging and hedging for directors and related persons .

Governance Assessment

  • Strengths

    • Lead Independent Director with clearly delineated responsibilities; robust executive session practice, and stated avoidance of controlled‑company exemptions (five of seven independent) support board effectiveness and oversight .
    • Perfect 2024 attendance record signals engagement; all directors attended the annual meeting .
    • Director compensation structure excludes VSCP‑nominated directors (including Feinstein), reducing direct cash/equity conflicts from the company while aligning through substantial Sponsor ownership; independent compensation consultant (Haigh & Co.) engaged for executive/director pay .
    • July 30, 2024 amendment to Stockholders Agreement allows the Board to withhold recommendation of Sponsor/Dr. Rollins nominees when fiduciary duties warrant; November 2025 appointment of an independent Non‑Executive Chair (Mike Doyle) further strengthens independent oversight .
  • Risk indicators and potential conflicts

    • Sponsor control and related governance rights present potential conflict risk; Feinstein’s independence determination under Nasdaq rules is noteworthy given his role as Managing Partner of the controlling Sponsor (50.06% ownership via affiliates) .
    • Interlock: Dr. Rollins serves as adviser to Safecor Health, a VSCP portfolio company where Feinstein is a director, indicating Sponsor ecosystem overlap; ongoing vigilance by the Audit Committee over related‑party transactions is important (Audit has explicit related‑party review) .
    • Limited Guarantee: VSCP‑affiliated entities provided a $10.0 million limited guaranty under the Company’s credit agreement, with provisions for potential share issuance/subordinated note—beneficial in liquidity support but a related‑party structure requiring careful oversight .
  • Bottom line

    • Feinstein brings deep healthcare investing and corporate development expertise with substantial ownership alignment via VSCP; governance structures (Lead Independent role, independent chair, non‑reliance on controlled‑company exemptions, and related‑party review) partially mitigate sponsor‑control risks . Continued transparency on related‑party matters and maintaining independent committee leadership remain key for investor confidence .