Matthew Hill
About Matthew Hill
Matthew Hill, age 56, is Chief Financial Officer, Treasurer and Secretary of Apyx Medical, appointed effective December 4, 2023; he holds a B.S. in Accounting from Lehigh University and previously served as CFO at multiple public healthcare companies (PDS Biotechnology, Strata Skin Sciences) and as a Senior Manager at Grant Thornton LLP . During his tenure, Apyx’s stock price declined 39.7% in 2024 vs. 2023, and net loss widened to $23.5 million, while total revenue fell 8.1% to $48.1 million and loss from operations increased to $18.8 million; management executed a cost-reduction program (25% U.S. workforce reduction, bonus elimination) and secured FDA 510(k) clearance for AYON in May 2025 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| PDS Biotechnology (Nasdaq: PDSB) | Chief Financial Officer | — | Led budgeting, forecasting, financial management and reporting |
| Strata Skin Sciences (Nasdaq: SSKN) | Chief Financial Officer | 2018–2021 | CFO of medical technology company in dermatology |
| Velcera, Inc. | Chief Financial Officer | — | CFO of companion animal health company |
| EP MedSystems | Chief Financial Officer | — | CFO of cardiac electrophysiology products company |
| Grant Thornton LLP | Senior Manager | — | Audit/consulting leadership experience |
External Roles
- No public company directorships or external committee roles disclosed for Matthew Hill .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base salary ($) | $425,000 | $425,000 |
| Target bonus (% of base) | ≥50% (per employment agreement) | 50% |
| Target bonus ($) | — | $212,500 |
| Actual bonus paid ($) | — | $0 (funding set at 0%) |
| Sign-on bonus ($) | $50,000 (paid within 30 days of start; subject to clawback if departure within 1 year for cause/without good reason) | — |
Performance Compensation
| Element | 2024 Plan Details |
|---|---|
| Annual cash incentive metrics | Total revenue; operating income (loss); cash and cash equivalents |
| Weighting | Not disclosed |
| Targets | Not disclosed |
| Actual (company-level) | Bonus funding set to 0% due to macro uncertainty in aesthetics; payouts $0 |
| Equity incentives | 150,000 stock options granted Jan 2024; exercise price $2.42; fair value $279,798; vest 75,000 on Dec 4, 2024 and 75,000 on Dec 4, 2025; 10-year term to 1/10/2034 |
Equity Ownership & Alignment
| Measure | As of Date | Value |
|---|---|---|
| Beneficial ownership (shares) | Jun 23, 2025 | 83,500 |
| Ownership (% of outstanding) | Jun 23, 2025 | 0.2% (based on 37,793,886 shares) |
| Shares vs. options breakdown | Jun 23, 2025 | Includes 8,500 shares and 75,000 vested options exercisable within 60 days |
| Options exercisable | Dec 31, 2024 | 75,000 at $2.42, expiring 1/10/2034 |
| Options unexercisable | Dec 31, 2024 | 75,000 at $2.42, expiring 1/10/2034 |
- Stock ownership guidelines and pledging/hedging disclosures specific to Matthew Hill are not provided in the proxy; the company maintains an Insider Trading Policy as part of its Code of Ethics .
Employment Terms
| Category | Key Terms |
|---|---|
| Start date and title | Effective Dec 4, 2023; CFO, Treasurer, Secretary |
| Base salary | $425,000; reviewed for increases (not decreases) |
| Annual bonus | Target not less than 50% of base; criteria set annually |
| Sign-on bonus | $50,000; earned pro rata over first 12 months; repay unearned portion if terminated for Cause or resigns without Good Reason within 1 year |
| Equity awards | Non-qualified options for 150,000 shares; 50% vest at 1-year anniversary, 50% at 2-year anniversary; single-trigger acceleration: all unvested options vest upon Change of Control |
| Severance (no cause or Good Reason) | 12 months base salary; pro rata bonus; COBRA employer portion up to 12 months; 12 months post-termination option exercisability for eligible tranches |
| CoC termination window | If terminated without cause or materially diminished within 6 months post-CoC: 12 months base; pro rata bonus; COBRA for 12 months (cash benefits are double-trigger; equity vests single-trigger at CoC) |
| Non-compete | 12 months post-termination; includes non-solicitation of employees/clients and non-disparagement |
| 280G | Cutback (no excise tax gross-up) to avoid 4999 excise tax when economically beneficial |
| 409A | Agreement intended to comply or be exempt; six-month delay if specified employee |
| Place of employment | Principal work location in Lumberton, NJ; travel as needed |
| Clawback | Company-wide Compensation Recovery Policy adopted Oct 2, 2023 for restatements per Nasdaq/Exchange Act Section 10D |
Company Performance During Hill’s Tenure
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Total stockholder return (stock price) | $2.34 | $2.62 | $1.58 |
| Net loss attributable to stockholders ($mm) | $(23.184) | $(18.713) | $(23.463) |
- 2024 operational/context: revenue $48.1m (-8.1% YoY) and loss from operations $18.8m; restructuring reduced U.S. headcount ~25%, eliminated 2024 bonuses, and targeted operating expense caps tied to the amended Perceptive Credit Agreement; AYON received FDA 510(k) clearance on May 13, 2025 .
Compensation Structure Analysis
- Cash vs equity mix: For 2024, Hill received no cash bonus and a stock option grant valued at $279,798, indicating higher at-risk/equity emphasis amid bonus funding at 0% .
- Equity design: Options with 10-year term and near-term vesting tranches (Dec 4, 2024 and Dec 4, 2025) align with stock price appreciation but include single-trigger CoC acceleration, which can weaken long-term retention alignment in change-of-control scenarios .
- Peer benchmarking: Compensation Committee references a medtech/smaller-cap peer set for competitiveness (e.g., Biolase, Pulmonx, Neuronetics), supporting market-based pay design .
Vesting Schedule and Potential Selling Pressure
- Options: 75,000 vested on Dec 4, 2024; 75,000 scheduled to vest on Dec 4, 2025; exercise price $2.42; expiration 1/10/2034 .
- Insider selling pressure may rise around vest dates and post-earnings trading windows; monitoring Form 4 filings around December 2025 is prudent.
Equity Ownership & Alignment Indicators
- Hill’s beneficial ownership is ~0.2% of outstanding shares, with 8,500 shares and 75,000 vested options, plus 75,000 unvested options, providing moderate “skin-in-the-game” while relying primarily on option-based exposure to price appreciation .
Employment Terms: Risk Indicators & Red Flags
- Single-trigger equity vesting on CoC (equity accelerates at transaction close regardless of termination) .
- Non-compete and non-solicit protections (12 months) mitigate immediate departure risk .
- 280G cutback (no tax gross-up) is shareholder-friendly .
- Clawback policy consistent with Nasdaq requirements .
Investment Implications
- Alignment: Option-heavy package with zero 2024 bonus ties realized value to share appreciation; moderate personal ownership supports alignment, though single-trigger CoC vesting is a governance weak point .
- Retention risk: 12-month severance and non-compete reduce near-term flight risk; bonus discretion and macro headwinds (aesthetics capex) could pressure morale if bonus funding remains constrained .
- Trading signals: Watch December 2025 vesting and subsequent Form 4 activity; AYON’s 2025 commercialization milestones and compliance with Perceptive covenants (operating expense caps, revenue thresholds) are catalysts influencing incentive outcomes and potential option exercises .
- Execution: 2024 TSR decline and widened loss underscore execution risk; management actions—RIF, opex caps, AYON clearance—aim to restore growth and cash breakeven, aligning incentive levers with shareholder value creation .