Bill Korn
About Bill Korn
Independent director at CareCloud, Inc. (CCLD), age 67; joined the Board in October 2023 after a decade as CareCloud’s CFO (2013–May 2023) and brief service as Chief Strategy Officer (May–Oct 2023). He holds a BA in Economics, magna cum laude, from Harvard College, and an MBA from Harvard Business School; earlier career includes ten years with IBM and CFO roles at Antenna Software and SnapOne .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CareCloud, Inc. | Chief Strategy Officer | May 2023 – Oct 2023 | Strategic planning following CFO tenure |
| CareCloud, Inc. | Chief Financial Officer | Jul 2013 – May 2023 | Led finance and capital markets through growth and acquisitions |
| SnapOne, Inc. | Chief Financial Officer | Jan 2013 – Jul 2013 | Early-stage tech CFO leadership |
| Antenna Software, Inc. | Chief Financial Officer | Aug 2002 – Jun 2012 | Scaled mobile software finance ops |
| IBM | Senior management | 10 years (dates not specified) | Services strategy team member |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Jerash Holdings (US), Inc. (JRSH) | Director; Audit Committee Chair | Current (disclosed as concurrent) | Audit leadership and financial oversight |
Board Governance
- Committee assignments: For FY2024, Korn served on the Board with no committee memberships or chair roles .
- Independence: The Board identified Busquet, Daly, Munter, and Sharnak as independent; Korn was not listed as independent (likely due to recent executive roles) .
- Attendance and engagement: In 2024, the Board held 5 meetings (plus 7 written consents); each director attended at least 75% of Board and applicable committee meetings. Committees met: Audit (5), Compensation (4), Nominating & Governance (4), Cybersecurity Subcommittee (4) .
- Board compensation policy: Non-employee directors receive a monthly retainer plus RSUs; no meeting fees; Audit Chair receives an additional retainer .
Fixed Compensation
| Component | FY2024 Amount | Notes |
|---|---|---|
| Cash retainer | $48,000 | Monthly retainer; no meeting fees |
| Committee chair fee | $0 | Not a chair in 2024 |
Performance Compensation
| Equity Award Type | Grant/Status | Units/Value | Vesting/Terms |
|---|---|---|---|
| RSUs (vested in 2024) | Vested awards reflected in 2024 comp | $25,050 | Time-based vesting (prior grants) |
| RSUs (granted Q3 2024) | Granted 30,000 RSUs | 30,000 units (not in 2024 totals) | Vests 25% increments over two years starting Feb 2025 |
| Outstanding RSUs (12/31/2024) | Unvested balance | 45,000 units | Time-based vesting |
Performance metrics tied to director compensation: None disclosed (director equity is time-vested; policy emphasizes retainer plus RSUs) .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict |
|---|---|---|
| Jerash Holdings (US), Inc. (JRSH) | Director; Audit Chair | No CareCloud-disclosed business ties; low interlock risk based on proxy |
Expertise & Qualifications
- Deep financial leadership in early-stage and growth tech firms; public company audit chair experience (JRSH) .
- IBM services strategy background; healthcare IT finance experience at CareCloud .
- Harvard BA (Economics) and MBA credentials .
Equity Ownership
| As of | Security | Shares Beneficially Owned | % of Class | Status |
|---|---|---|---|---|
| Mar 31, 2025 | Common Stock | 182,883 | 0.4% | Direct/indirect beneficial ownership per SEC rules |
| Mar 31, 2025 | Series B Preferred | 10,800 | 0.7% | Beneficial ownership |
| Dec 31, 2024 | RSUs (Common) | 45,000 outstanding | N/A | Unvested director RSUs |
| Policy | Hedging/Pledging | Prohibited by Insider Trading Policy (exceptions require approval) | N/A | Alignment policy |
No options disclosed for directors; outstanding director equity is via RSUs; the Equity Plan provides one-year vesting acceleration upon change in control (non-employee directors receive awards under a set policy; no discretionary grants) .
Insider Trades
| Item | Disclosure | Note |
|---|---|---|
| Section 16 compliance (2024) | Directors and officers complied; one late filing by former CFO Steenvoorden (corrected) | No Korn-specific delinquencies noted |
Governance Assessment
-
Strengths
- Financial acumen and public company audit oversight from JRSH role; relevant for Audit/strategy discussions at CareCloud .
- Meaningful ownership (0.4% of common; 10,800 Series B) plus unvested RSUs supports alignment with shareholders .
- Board and committee attendance thresholds met; structured governance with established charters and active committee cadence .
- Say-on-Pay support in 2025 (For: 10.99M; Against: 2.75M) indicates shareholder confidence in compensation governance .
-
Cautions / Potential RED FLAGS
- Independence: Korn not listed among independent directors, reflecting recent executive status; consider implications for committee eligibility and board balance .
- Board-level related-party transactions exist (e.g., leases with Executive Chairman; consulting agreement with an entity owned by a board member for IR services) though not attributed to Korn—monitor for conflicts and approvals via Audit Committee .
- Equity plan allows change-in-control acceleration (one year), which can weaken pay-for-performance alignment if not carefully governed for directors .
-
Compensation structure signals
- Director pay is modest (cash $48k; equity $25k recognized in 2024) with standardized RSU grants and no meeting fees; audit chair premium limited to committee leadership .
- No performance metrics tied to director pay; equity is time-vested, prioritizing retention and alignment over performance modulation .
-
Committee context
- Compensation Committee (Daly, Munter) independent with no interlocks; Audit Committee chaired by Busquet (audit financial expert) with Sharnak and Daly—strong oversight fabric, though Korn is not on these committees .
Appendices
Director Compensation (FY2024)
| Metric | Amount |
|---|---|
| Fees Earned or Paid in Cash | $48,000 |
| Stock Awards (recognized in FY2024) | $25,050 |
| Total | $73,050 |
Board & Committee Participation (FY2024)
| Body | Meetings Held | Attendance |
|---|---|---|
| Board of Directors | 5 meetings; 7 written consents | Each director ≥75% |
| Audit Committee | 5 | Committee-level cadence |
| Compensation Committee | 4 | Committee-level cadence |
| Nominating & Governance Committee | 4 | Committee-level cadence |
| Cybersecurity Subcommittee | 4 | Subcommittee oversight |
Committee Assignments (FY2024 snapshot)
| Director | Board | Compensation | Audit | Governance | Cybersecurity |
|---|---|---|---|---|---|
| Bill Korn | Member | – | – | – | – |
Say-On-Pay & Shareholder Feedback (2025 Annual Meeting)
| Item | For | Against | Abstain |
|---|---|---|---|
| Advisory Say-On-Pay | 10,991,919 | 2,754,093 | 255,951 |
Related-Party Transactions (Context)
- Leases and facility investments with Executive Chairman; physician customer related to Executive Chairman’s spouse; consulting agreement with entity owned by a board member for investor relations services (~$75,000 expense in 2024; rates adjusted over time). All subject to policy and Audit Committee oversight .
Overall, Korn brings seasoned finance and public audit oversight experience with meaningful equity alignment; independence status and the broader environment of related-party dealings are key monitoring points for investors assessing governance quality and potential conflicts .