Steven Sanders
About Steven A. Sanders
Steven A. Sanders (age 80) has served as an independent director of Avalon GloboCare since July 30, 2018. He is an attorney with extensive corporate, securities, and international law experience, currently Of Counsel at Ortoli Rosenstadt LLP; he holds a JD from Cornell University and a BBA from The City College of New York . He is designated independent under Nasdaq and SEC rules and has met board and committee attendance expectations in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ortoli Rosenstadt LLP | Of Counsel | Jan 2017–present | Corporate/securities practice |
| Ortoli Rosenstadt LLP | Senior Partner | Jul 2007–Jan 2017 | Corporate/securities practice |
| Rubin, Bailin, Ortoli LLP | Of Counsel | Jan 2004–Jun 2007 | Corporate/securities practice |
| Spitzer & Feldman PC | Counsel | Jan 2001–Dec 2003 | Corporate/securities practice |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Blueport Acquisition Ltd (Nasdaq: BPAC) | Director | By 2025 | Public company board service |
| Helijet International, Inc. | Director | Ongoing | Public company board service |
| ElectraMeccanica Vehicles Corp. | Director | Mar 2018–Jan 2024 | Former Nasdaq-listed OEM director |
| American Academy of Dramatic Arts | Director | Since Oct 2013 | Nonprofit governance |
| Bay Street Theater | Director | Since Feb 2015 | Nonprofit governance |
Board Governance
- Independence: Board determined Sanders is independent (Nasdaq and SEC definitions) .
- Committee assignments (2024/2025):
- Audit Committee member; Chair: William Stilley; Audit met 4 times in 2024 .
- Compensation Committee member; Chair: Lourdes Felix; Compensation met 2 times in 2024 .
- Nominating & Corporate Governance Committee Chair; committee met once in 2024 .
- Attendance: Board met 5 times in 2024; all directors attended at least 75% of board and applicable committee meetings .
- Note: A September 2025 investor presentation 8-K lists Sanders as “Co-Chair of Compensation Committee,” while the 2025 DEF 14A identifies Felix as Chair and Sanders as member—an inconsistency investors should note .
| Governance Item | 2024/2025 Detail |
|---|---|
| Independence | Independent director under Nasdaq/SEC |
| Audit Committee | Member; Chair Stilley; 4 meetings in 2024 |
| Compensation Committee | Member; Chair Felix; 2 meetings in 2024 |
| Nominating & Governance | Chair; 1 meeting in 2024 |
| Board attendance threshold | ≥75% for all directors in 2024 |
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Cash fees (annual/committee/membership) | $70,000 | $70,000 |
| Meeting fees disclosed | Not disclosed | Not disclosed |
Performance Compensation
- Equity awards to directors are option-based; no RSU/PSU disclosures for Sanders; no performance metric linkage disclosed for director compensation (no TSR/EBITDA targets for directors) .
| Metric | 2023 | 2024 |
|---|---|---|
| Options vested (#) | 8,000 | 533 |
| Option award fair value ($) | $33,665 | $2,697 |
| Clawback policy applicable | Board adopted clawback 11/16/2023 (plan awards subject to recoupment) | |
| Anti-hedging policy | Hedging/monetization transactions prohibited for directors |
Year-over-year, Sanders’ equity compensation (option vest counts and fair value) declined markedly from 2023 to 2024, signaling reduced equity emphasis alongside steady cash retainers .
Other Directorships & Interlocks
- Public boards: Blueport Acquisition Ltd (BPAC), Helijet International; prior ElectraMeccanica Vehicles (auto) .
- Nonprofit boards: American Academy of Dramatic Arts; Bay Street Theater .
- Potential conflicts: No direct disclosed overlaps with ALBT customers/suppliers; monitor time commitments and any future business dealings creating interlocks .
Expertise & Qualifications
- Corporate/securities/international law expertise; long tenure in law firm leadership; qualified for governance roles (Nominating & Governance Chair) .
- Audit oversight experience as Audit Committee member .
Equity Ownership
| Ownership Metric | 2024 (Record Date 8/28/2024) | 2025 (Record Date 10/31/2025) |
|---|---|---|
| Options exercisable within 60 days (#) | 36,000 | 2,665 |
| Additional options vesting within 60 days (#) | 2,000 | Not disclosed |
| Beneficial ownership % of common stock | <1% (*) | <1% (*) |
- Shares pledged/hedged: No pledging disclosures; hedging prohibited per insider trading policy .
- Plan context: Amended & Restated 2020 Plan includes clawback; ongoing share reserve adjustments; options/RSUs outstanding company-wide (not director-specific) .
Shareholder Voting Signals (Support/Engagement)
| Item | Result |
|---|---|
| 2024 Annual Meeting: Sanders election | For: 6,845,144; Withheld: 85,968; Broker non-votes: 2,429,505 |
| 2024 Say-on-Pay (advisory) | Approved (For: 6,821,344; Against: 107,329; Abstain: 2,439) |
Related-Party Exposure (Board Oversight Context)
- ALBT has multiple related-party transactions primarily involving Chairman Wenzhao Lu (e.g., $20M line of credit, rental revenue; preferred stock exchanges; subsidiary membership interests), which the Audit Committee (including Sanders) oversees per charter .
- Services by Director Wilbert Tauzin and his son were compensated (consulting fees), also within related-party transaction oversight .
Insider Filings
| Section 16 Compliance (2024) | Status |
|---|---|
| Timely filings by directors/officers | All timely filed per company review |
Governance Assessment
-
Strengths:
- Independent status; chairs Nominating & Governance and serves on Audit/Compensation—broad governance exposure .
- Consistent attendance threshold met; shareholder support for re-election in 2024 .
- Company-level clawback and anti-hedging policies strengthen alignment .
-
Watch items:
- Significant related-party transactions with Chairman require robust Audit Committee scrutiny; Sanders’ role implies accountability for conflict mitigation .
- Ownership alignment is modest (<1% beneficial interest), though standard for non-employee directors; monitor post-reverse-split equity mix .
- Committee role disclosure inconsistency (investor deck vs. proxy) on Compensation Committee chairing—ensure clarity to investors .
-
RED FLAGS:
- Extensive related-party dealings (credit line, property rental, preferred exchanges) with Chairman—requires vigilant independent oversight and transparent approvals .
- Disclosure inconsistency on committee chair roles (Co-Chair vs. Felix as Chair) could signal communications control issues; confirm authoritative source (proxy) .
Overall: Sanders’ legal/governance background and committee leadership bolster board processes; investor confidence hinges on rigorous handling of related-party transactions and clear, consistent governance disclosures .