Edward Kimball
About Edward J. Kimball
Edward J. Kimball, MD (age 61) is a Class II independent director of Aspire Biopharma Holdings, Inc. (ASBP). He is a Professor of Surgery at the University of Utah Health Sciences Center and a seasoned critical care physician-leader, with current roles spanning telehealth leadership and international society governance. Core credentials include financial literacy for audit committee service and deep clinical systems experience in critical care and tele-ICU operations .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| University of Utah Health Sciences Center | Professor of Surgery | Since 2019 | Research in shock resuscitation and abdominal organ function; co-designed device used as international standard for intra-abdominal pressures |
| Salt Lake VA Medical Center | Medical Director, Surgical Critical Care | Since 2008 | Oversight of surgical critical care; national-level critical care practice contributions |
| U Health (University of Utah Health) | Chief Medical Officer, Outreach Network Development & Telehealth; Medical Director, TeleICU | Since 2014 | TeleICU operations leadership and outreach network development |
| US Army | Medical officer; training for US Special Forces | Ongoing | Military medical training; operational medicine exposure |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| World Abdominal Compartment Society | President | Current | International society leadership in critical care; device standardization in intra-abdominal pressure measurement |
Board Governance
- Independence: Board determined Kimball is independent under SEC and Nasdaq rules; independent directors hold regular sessions .
- Committees: Member, Audit Committee (chair: Howard Doss); member, Compensation Committee (chair: Donald G. Fell). All audit and compensation committee members are independent; audit committee members are financially literate .
- Classified board: Kimball is Class II; current board structure includes three classes with staggered terms .
- Audit Committee scope includes financial reporting oversight, internal controls, auditor independence, pre-approval and review of conflicts and related party transactions .
- Compensation Committee scope includes executive pay objectives, performance goals, non-employee director compensation recommendations, and advisor independence reviews .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $0 | Company discloses none of its non-employee directors have received cash compensation |
| Committee membership fees | Not disclosed | No committee fees disclosed in filings |
| Committee chair fees | Not applicable | Kimball is not a committee chair |
| Meeting fees | Not disclosed | No meeting fees disclosed |
| Equity grants (RSUs/Options) | Not disclosed | Director equity awards not detailed; table shows no option awards |
Performance Compensation
| Metric | Applies to Directors? | Details |
|---|---|---|
| Performance-based director equity/bonus | No | Filings do not disclose any performance-conditioned compensation for non-employee directors; committee focuses on executive metrics (revenue, profitability, new business relationships) rather than director pay |
Other Directorships & Interlocks
| Company/Organization | Role | Public Company? | Notes |
|---|---|---|---|
| None disclosed | — | — | Kimball’s biography lists academic/clinical leadership roles; no other public company boards disclosed |
- Compensation committee interlocks: Filings state no officer served on compensation committees of other entities with reciprocity; supports independence posture .
Expertise & Qualifications
- Clinical operations and telehealth leadership across VA and U Health; device standardization expertise in critical care (intra-abdominal pressure) .
- Financial literacy for audit committee service (board determination) .
- Military medical background and special forces training exposure .
Equity Ownership
| Holder | Shares Beneficially Owned | Ownership % of Common Stock |
|---|---|---|
| Edward J. Kimball | 125,371 | <1% |
Notes:
- Beneficial ownership based on 49,525,970 shares outstanding at record date; no pledge or hedging disclosures are identified in the cited ownership tables .
Governance Assessment
- Committee participation and independence: Kimball strengthens oversight by serving on both Audit and Compensation committees; independence and financial literacy bolster board effectiveness .
- Related-party oversight: As an audit committee member, Kimball participates in the pre-approval and review of conflicts/related party transactions amidst company disclosures of related-party financings (e.g., Blackstone/Cobra agreements tied to former Director of IR) .
- Alignment and incentives: Non-employee directors received no cash compensation and no disclosed equity awards, with Kimball’s reported stake at 125,371 shares (<1%). Alignment relies primarily on personal share ownership rather than ongoing director equity grants .
- Board-led capital actions: During current tenure, the Board sought shareholder approval for a reverse stock split (1-for-5 to 1-for-40) and a large potential dilutive convertible notes issuance (up to 73,588,712 shares at floor price), signaling urgency around Nasdaq compliance and capital structure flexibility; these actions can affect investor confidence and dilution risk .
- RED FLAGS (company context not specific to Kimball): Nasdaq bid-price deficiency risk and reliance on convertible financing with material potential dilution; multiple related-party financing arrangements disclosed. Audit and compensation committee oversight mitigates but does not eliminate these governance risks .
Overall signal: Kimball’s independence, financial literacy, and dual committee roles are positives for governance oversight. Lack of detailed director pay and equity grants reduces clarity on director incentive alignment, while company-level financing/dilution pressures increase governance risk perceptions that the board—Kimball included—must actively manage .