Glen Taylor
About Glen A. Taylor
Glen A. Taylor (age 83) served as a Class III director and Chairman Emeritus of Envoy Medical, Inc. (COCH) following the September 2023 business combination; he is the founder and chairman of Taylor Corporation and a controlling stockholder of COCH. He attended Harvard Graduate School of Business and earned a B.S. from Minnesota State University, Mankato, holds an honorary doctorate, and is a Laureate of the Minnesota Business Hall of Fame . As of September 2025 he is described as a “former director” in a Voting and Warrant Extension Agreement, while continuing to hold a significant stake; he controlled approximately 52.5% of Class A as of September 15, 2024, 55.8% as of April 10, 2025, and 51.8% as of October 2, 2025 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Minnesota State Senate | State Senator; Minority Leader | 1980–1990; Minority Leader 1985–1988 | Legislative leadership; public policy experience |
| YMCA; Mankato Chamber; Greater Minnesota Corporation; Minnesota Business Partnership; Minnesota State University Foundation | President; Director; Board roles | Various (not dated) | Community leadership and business advocacy |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Taylor Corporation | Founder & Chairman | Ongoing | One of the largest privately held printing/communications companies |
| Minnesota Star-Tribune | Owner | Ongoing | Media ownership |
| Minnesota United FC | Limited Partner | Ongoing | Sports franchise investment |
| Taylor Sports Group, Inc. | Owner & Chairman | Ongoing | General partner of Minnesota Timberwolves Basketball LP (Timberwolves, Lynx, Iowa Wolves, T-Wolves Gaming) |
| NBA Board of Governors | Member; former Chair | Ongoing | League governance experience |
Board Governance
- Board classification: Taylor was a Class III director; Class III terms expire at the 2026 annual meeting . He is identified as Chairman Emeritus , and as a “former director” as of September 4, 2025 in a Voting and Warrant Extension Agreement .
- Independence: The Board determined five directors (Brynelsen, Crowe, Kantor, Patel, Smith‑Gomez) are independent; Taylor is not listed as independent and is a controlling stockholder .
- Committee membership: Taylor is not named on any standing committee. Audit Committee members: Kantor (Chair), Patel, Smith-Gomez ; Compensation Committee: Patel, Brynelsen, Crowe ; Nominating & Corporate Governance: Smith-Gomez, Kantor, Brynelsen .
- Attendance: In 2024, the Board met eight times; all directors other than Mr. Taylor attended at least 75% of Board and committee meetings (red flag) . Audit Committee held regular executive sessions at each meeting , and met ten times in 2024 .
- Governance features: Vacancies can only be filled by the Board; Board size set by resolution; plurality voting for directors; removal only for cause (continuity emphasis) .
Fixed Compensation (Director)
| Director | Year | Fees Earned / Paid in Cash ($) | Option Awards ($) | Other ($) | Total ($) |
|---|---|---|---|---|---|
| Glen A. Taylor | 2024 | $0 | — | — | $0 |
| Program Notes | 2024 | Annual cash retainers planned | Company intends annual restricted stock awards; details TBD | Expense reimbursement | Subject to 2023 Equity Plan limits |
Taylor waived any director compensation based on his status as majority holder of Class A Common Stock .
Performance Compensation (Director)
| Element | Disclosure | Metrics |
|---|---|---|
| Annual equity awards for non‑employee directors | Company intends annual restricted stock awards; specifics not yet determined | No performance metric framework disclosed for director equity in proxy |
Other Directorships & Interlocks
| Company/Entity | Type | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Taylor Corporation | Private | Founder & Chairman | COCH leases HQ from Taylor Corporation (related party) |
| GAT Funding, LLC | Private | Controlled by Taylor | Multiple COCH promissory notes and warrant grants to GAT (related party financing) |
| Taylor Sports Group / Minnesota Timberwolves LP | Private | Owner/Chairman; General Partner | No disclosed COCH operating linkage beyond ownership context |
Expertise & Qualifications
- Broad operating and leadership experience across media, printing/communications, and professional sports; extensive governance exposure via NBA Board of Governors .
- Public-service background and community leadership (YMCA, Chambers, University Foundation) .
Equity Ownership
| As-of Date | Shares Beneficially Owned | % of Class A Outstanding |
|---|---|---|
| September 15, 2024 | — | ~52.5% (control statement) |
| April 10, 2025 | 13,909,614 | 55.8% |
| October 2, 2025 | 14,659,614 | 51.8% |
Breakdown of April 10, 2025 beneficial holdings (components):
- 2,953,607 shares held directly .
- 2,526,058 shares held by Taylor Sports Group .
- 4,810,384 shares held by GAT Funding, LLC .
- 869,565 shares issuable upon conversion of 1,000,000 Series A Preferred issued to GAT .
- 2,750,000 shares issuable upon exercise of stock purchase warrants held by GAT (commitment fee warrants) .
Voting agreement:
- On September 4, 2025, Taylor parties agreed to vote all beneficially owned shares in favor of proposals required for Nasdaq compliance if unanimously approved by the Board; obligations bind transferees and run through December 31, 2028 (signal of control alignment with compliance) .
Insider Trades
| Filing Date | Transaction Date | Reporter | Form | Summary |
|---|---|---|---|---|
| 2024-12-17 | 2024-12-11 | Glen Taylor | Form 4 | Filed late per Section 16(a) disclosure (red flag on timeliness) |
Related Party Transactions (Conflict Exposure)
| Date | Instrument | Counterparty | Principal | Interest | Maturity | Key Terms |
|---|---|---|---|---|---|---|
| 2024-02-27 | Promissory Note (“February 2024 Note”) | GAT Funding, LLC | Up to $10,000,000 | 8.0% p.a. (interest accrues first two years; paid quarterly thereafter) | 2029-02-27 | Prepayable without penalty with 10 days’ notice; draws: $5,000,000 (Feb 27), $2,500,000 (May 24), $2,500,000 (Jul 22) |
| 2024-08-27 | Promissory Note (“August 2024 Note”) | GAT Funding, LLC | Up to $10,000,000 | 8.0% p.a. (similar structure) | 2029-08-27 | Draws: $5,000,000 (Aug 27), $5,000,000 (Dec 11); balance $10,000,000 as of 2025-03-31 |
| 2025-03-11 | Promissory Note (“March 2025 Note”) | GAT Funding, LLC | Up to $10,000,000 | 8.0% p.a. (similar structure) | 2030-03-11 | Draw: $5,000,000 (Mar 11); $5,000,000 available; balance $5,000,000 as of 2025-03-31 |
| 2016-05-20 (as amended) | HQ Lease | Taylor Corporation | — | — | Through 2030 | $180,000 aggregate paid in 2024 (rent, build-out repayment, shared utilities/ops) |
Warrant commitment fees to GAT:
- 500,000 shares at $1.24 (2024-02-27) .
- 250,000 shares at $3.04 (2024-05-24) .
- 250,000 shares at $2.25 (2024-07-22) .
- 500,000 shares at $2.97 (2024-08-27) .
- 500,000 shares at $2.20 (2024-12-11) .
- 750,000 shares at $1.35 (2025-03-11) .
Compensation Structure Analysis (Director)
- Mix and levels: Taylor waived all director compensation for 2024, resulting in 100% of his “compensation” reflected via ownership, not fees or awards (alignment but also control risk) .
- Program evolution: Company intends to shift non‑employee director equity to restricted stock grants; specific structure not yet disclosed (no performance metrics indicated) .
- Meeting fees/committee premiums: Not disclosed beyond cash retainers; committee chair fees not itemized in proxy .
Equity Ownership & Alignment
- Skin-in-the-game: Taylor is a controlling holder with majority beneficial ownership throughout 2024–2025 .
- Composition: Significant indirect holdings via Taylor Sports Group and GAT Funding, plus preferred conversions and warrants (derivative exposure) .
- Pledging/hedging: No pledging or hedging disclosures identified in the proxy excerpts provided (not disclosed).
- Ownership guidelines: No director stock ownership guideline disclosure identified (not disclosed).
Governance Assessment
- Independence and control: Taylor is not independent and has maintained control (>50% ownership across disclosures), which concentrates governance power and may limit minority stockholder influence .
- Attendance red flag: Proxy states all directors other than Taylor attended at least 75% of Board/committee meetings in 2024 (attendance shortfall risk) .
- Section 16 compliance red flag: Late Form 4 filing in December 2024 (timeliness issue) .
- Related-party financing and warrants: Multiple insider loans at 8% and substantial warrant packages to GAT Funding, LLC (total commitment fee warrants 2,750,000 across tranches), creating ongoing dilution risk and counterparty dependence on entities controlled by Taylor (conflict of interest) .
- Related-party lease: Company HQ leased from Taylor Corporation through 2030 with $180,000 paid in 2024, embedding operating reliance on a Taylor-controlled entity (conflict) .
- Voting agreement signal: Taylor parties agreed to vote shares in favor of Nasdaq compliance proposals through end‑2028 if unanimously recommended by the Board, which can support listing compliance but underscores control over outcomes (binding on transferees) .
- Committee roles: Taylor held no committee assignments; Audit Chair is Kantor (financial expert), Compensation and Nominating committees staffed by independent directors, providing some counterbalance to control .
- Board structure: Classified board, vacancies filled by Board only; increases continuity but can entrench incumbents, particularly amid majority control .
Overall signal: Strong ownership alignment from Taylor’s majority stake is offset by material related-party transactions, warrant-linked dilution, attendance shortfall, and concentrated voting power—factors that may weigh on governance quality and minority investor confidence .