Scott Pittman
About Scott M. Pittman
Scott M. Pittman (age 67) is an independent director of Nuo Therapeutics (AURX), serving since May 5, 2016. He brings 30+ years of hospital executive management, currently serving as Senior Vice President of Buchanan General Hospital, and previously held CEO and COO roles at major hospital systems. He is a Registered Representative with Calton & Associates. Education: magna cum laude B.A. and B.S. in Business and Finance from Southwestern Adventist University; M.H.A. from Medical College of Virginia .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Adventist Health Systems | Hospital CEO | 2001–2009 | Led multi-million-dollar hospital and program expansions; M&A/project execution |
| Princeton Community Hospital Assoc. | Hospital executive; System COO | 1989–2001 | Operational leadership across system; regional health planning roles |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Buchanan General Hospital | Senior Vice President | 2014–present | Operational and business development leadership |
| Calton & Associates | Registered Representative | 2010–present | Securities representative capacity |
Board Governance
| Item | Detail |
|---|---|
| Board size | 4 directors: David E. Jorden, Paul D. Mintz, Scott M. Pittman, C. Eric Winzer |
| Leadership | No Chairman; no Lead Independent Director; small board structure cited as cohesive |
| Independence | Board determined Pittman is independent under SEC/Nasdaq rules (CEO Jorden is non-independent) |
| Committees | Audit Committee member; Compensation, Nominating & Governance (CNG) Committee Chair |
| Board attendance | Each director attended ≥75% of Board meetings in 2022, 2023, and 2024 |
| Committee | Role | 2022 Meetings | 2023 Meetings | 2024 Meetings |
|---|---|---|---|---|
| Audit | Member | 4 | 4 | 5 |
| Compensation, Nominating & Governance (CNG) | Chair | 1 | 1 | 3 |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|
| Fees Earned in Cash | $0 | $0 | $0 | $15,000 one-time fee for remainder of 2025 (Aug 2025 resumption) |
| Meeting/Committee Chair Cash Fees | Not disclosed | Not disclosed | Not disclosed | Not disclosed (only one-time cash fee disclosed) |
Notes:
- Board compensation ceased effective May 1, 2019 and remained suspended for ~5 years; cash compensation resumed with a one-time $15,000 per non-executive director in Aug 2025 .
Performance Compensation
| Grant Type | Grant Date | Quantity | Exercise/Strike Price | Vesting | Grant Date Fair Value |
|---|---|---|---|---|---|
| Stock options | July 17, 2024 | 40,000 (base 25,000 + 15,000 for committee chair) | $0.33 | Fully vested on one-year anniversary (July 17, 2025) | $8,669 (2024) |
- Equity awards were options; no RSUs/PSUs or performance metrics disclosed for director compensation .
Other Directorships & Interlocks
- Public company boards: Not disclosed in the proxy biography for Pittman .
- Non-profit/academic/private boards: Not disclosed .
Expertise & Qualifications
- Hospital administration executive with multi-decade track record in operations, expansions, and healthcare M&A .
- Securities industry experience (Registered Representative) .
- Academic credentials in business/finance and hospital administration; magna cum laude undergraduate honors .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class | Options Included |
|---|---|---|---|
| Scott M. Pittman | 5,580,000 | 11.6% (based on 48,077,745 outstanding) | 180,000 shares issuable upon exercise of options included |
- Shares outstanding: 48,077,745 .
- Company disclosure notes no arrangements, including any pledge of securities, that may result in a change of control .
Related Party Transactions (Potential Conflicts/Alignment Signals)
| Date | Offering | Price/Share | Pittman Investment | Implied Shares |
|---|---|---|---|---|
| Aug 1, 2023 (closing) | Private Placement | $2.00 | $200,000 | 100,000 (computed from price × investment) |
| Dec 19, 2023 (closing) | Private Placement | $0.50 | $300,000 | 600,000 (computed) |
| May 20, 2024 (closing) | Private Placement | $0.75 | $101,250 | 135,000 (computed) |
- Pittman participated alongside an executive (Peter A. Clausen) and a principal stockholder (Charles E. Sheedy) across multiple financings . These are disclosed related person transactions under Item 404 and signal capital support from the director.
Compensation Mix and Structure Analysis
- 2019–2024: Directors received no cash compensation; option awards resumed in 2024 with chair uplift (+15,000 options) for committee chairs, indicating renewed equity alignment after a prolonged austerity period .
- 2025: Cash compensation partially resumed via a one-time $15,000 fee; no ongoing cash retainer disclosed, suggesting a limited shift toward cash with equity still dominant for 2024 .
- No performance-based metrics (TSR, revenue, EBITDA, ESG) tied to director pay disclosed; awards are time-based options that fully vest after one year .
Governance Assessment
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Strengths
- Independence confirmed under Nasdaq/SEC rules; serves on Audit and chairs CNG Committee, supporting oversight of financial reporting and executive/director compensation/governance .
- High attendance (≥75%) across 2022–2024 Board meetings; committee activity sustained with rising CNG cadence in 2024 (three meetings), signaling engagement .
- Significant personal ownership (11.6%) suggests material alignment with shareholders; option participation and private placement investments further support skin-in-the-game .
-
Watch items / potential red flags
- Concentrated ownership (11.6%) by an independent director who chairs the CNG Committee may influence compensation/governance decisions; investors should monitor potential alignment vs control dynamics .
- Board has no Chairman or Lead Independent Director, which may dilute independent board leadership counterweights, though small board size is cited for cohesion .
- Participation in multiple capital raises while chairing the CNG Committee is disclosed and likely arms-length, but warrants monitoring for conflicts in future related person transactions .
-
Overall: Pittman appears engaged, independent, and highly aligned via ownership and financing support. Governance structure (no LID/Chair) and his dual status as large shareholder and CNG chair merit attention, but disclosures show active committee work and attendance, with transparency around related person transactions .