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Beth Zelnick Kaufman

Executive Vice President, Chief Legal and Compliance Officer and Corporate Secretary at CorMedixCorMedix
Executive

About Beth Zelnick Kaufman

Beth Zelnick Kaufman is Executive Vice President, Chief Legal and Compliance Officer, and Corporate Secretary of CorMedix Inc. (CRMD). She joined CorMedix as EVP and Chief Legal Officer and Corporate Secretary in December 2023 and assumed the combined Legal and Compliance role in December 2024 . She has more than two decades of legal, compliance, and operations experience across Akorn Pharmaceuticals (Chief Legal & Administrative Officer and Corporate Secretary), The Broad Institute of MIT and Harvard (Chief Legal Officer), and Amneal Pharmaceuticals (Assistant General Counsel; Vice President, Legal Affairs; Head of Government Affairs), with earlier roles at Actavis, Alpharma, Topcon America, and Brown Rudnick LLP . As of April 25, 2025, she was 65 years old and served among CRMD’s executive officers .

  • Role/tenure: EVP, Chief Legal and Compliance Officer and Corporate Secretary; EVP and Chief Legal Officer since Dec 2023; Compliance added Dec 2024
  • Age: 65 (as of April 25, 2025)
  • Beneficial ownership: 66,487 shares and 50,000 options (less than 1% of outstanding)

Past Roles

OrganizationRoleYearsStrategic impact
Akorn PharmaceuticalsChief Legal & Administrative Officer; Corporate SecretarySenior legal, administrative leadership in specialty/generic pharma
The Broad Institute of MIT and HarvardChief Legal OfficerLed legal function at a premier biomedical research institute
Amneal PharmaceuticalsAssistant General Counsel; VP, Legal Affairs; Head of Government AffairsAdvanced legal, regulatory and government affairs at a global generics/biosimilars/branded company
Actavis; Alpharma; Topcon AmericaLegal rolesEarlier industry legal roles
Brown Rudnick LLPAssociateLaw firm training/experience

External Roles

  • None disclosed for public-company directorships or committee roles in the company’s proxy statements; executive biography lists only CRMD role and prior employment history .

Fixed Compensation

  • Not disclosed for Ms. Zelnick Kaufman. She is not listed as a Named Executive Officer (NEO) in the 2024 or 2025 Summary Compensation Tables; therefore, base salary, target bonus, and actual bonus amounts for her are not provided in the proxy .

Performance Compensation

  • Individual performance metrics and payouts for Ms. Zelnick Kaufman are not disclosed.
  • Equity plan features (company-wide): CRMD’s Amended & Restated 2019 Omnibus Stock Incentive Plan authorizes options, RSUs, SARs, restricted stock, and other awards; prohibits option/SAR repricing without shareholder approval; and includes clawback and change-in-control provisions administered by the Board/Compensation Committee .
  • Plan share pool actions:
    • October 2024: shareholders approved increasing the plan reserve to 8,160,000 shares .
    • October 2025 special meeting proxy seeks to increase to 12,472,000 shares (an additional 4,312,000 shares) .

Equity Ownership & Alignment

ItemDetail
Total beneficial ownership66,487 common shares; 50,000 stock options (less than 1% of outstanding)
Shares outstanding reference67,810,476 common shares outstanding as of April 25, 2025
Hedging/pledgingCompany policy restricts hedging/monetization, prohibits short sales, and strongly discourages pledging/margin accounts
ClawbackMandatory clawback policy adopted Dec 2023 for restatements; discretionary recoupment for misconduct; applies to executive officers
Ownership guidelinesDirector stock ownership guidelines disclosed (for non-employee directors). No executive ownership guideline disclosure identified .

Employment Terms

  • Employment start and role changes: Appointed EVP and Chief Legal Officer and Corporate Secretary on December 12, 2023; added Compliance in December 2024 .
  • Company-wide compensation governance: Independent Compensation Committee oversees executive pay; Frederic W. Cook & Co. retained as independent compensation consultant .
  • Clawback and anti-hedging policies: As above; no tax gross-ups disclosed; no related-party transactions reported .

Governance and Shareholder Signals

Topic2025 outcome/dataNotes
Say-on-Pay (2025, FY2024 comp)For: 16,086,287; Against: 1,999,311; Abstain: 360,596; Broker non-votes: 27,599,135 Advisory approval indicates shareholder support for NEO pay program
Equity pool expansion (Oct 2025 special)Plan increase +4,312,000 to 12,472,000 shares Potential dilution estimate disclosed at 4.6% of fully diluted shares
No repricing policyRepricing of options/SARs requires shareholder approval Reinforces shareholder-friendly plan guardrails
Related-party transactionsNone reported in latest proxies Reduces governance red-flag risk

Data Extracts

Ownership snapshot (as of April 25, 2025)

MetricValue
Shares owned66,487
Options50,000
% of outstanding<1% (based on 67,810,476 shares outstanding)

Compensation governance

PolicyKey terms
Hedging/short salesRestricted/prohibited under insider trading policy
Pledging/marginStrongly discouraged
ClawbackMandatory (restatement) and discretionary (misconduct) recoupment frameworks (executive officers)
Equity planOptions/RSUs/SARs allowed; no repricing without shareholder approval

Investment Implications

  • Alignment: Beneficial ownership is modest (<1%), but company-wide policies (clawback, anti-hedging/pledging, no-repricing) and continued equity plan funding support long-term alignment via equity-based incentives .
  • Disclosure gap: As a non-NEO, her individual base salary, bonus targets, and performance conditions are not disclosed; this limits pay-for-performance assessment at the individual level .
  • Dilution/trading signals: The 2025 plan share increase (+4.312M shares; 4.6% of fully diluted) expands the incentive pool—constructive for retention but a potential dilution overhang if broadly granted; no individual vesting schedules or option strike details are disclosed for Ms. Zelnick Kaufman .
  • Shareholder sentiment: Strong say-on-pay support in 2025 indicates broader investor acceptance of executive compensation design and governance controls, which lowers governance risk backdrop for the leadership team, including legal/compliance leadership .