Jim D. Kever
3D SYSTEMSAbout Jim D. Kever
Jim D. Kever, age 72, has served as a director of 3D Systems since 1996. He is currently a member of the Compensation Committee and has been deemed independent by the Board under NYSE standards. Kever is Principal of Voyent Partners, LLC (since 2001), and previously held senior roles at WebMD/Envoy, including President and Co-CEO of the Transaction Services Division (1995–2001) and earlier EVP, Secretary and General Counsel at Envoy. His qualifications noted by the Board include broad experience in operations, finance, and executive management.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| WebMD Corporation (formerly Envoy) – Transaction Services Division | President and Co‑Chief Executive Officer | 1995–2001 | Senior leadership in operations and finance; supports director qualification rationale |
| Envoy Corporation | Executive Vice President, Secretary and General Counsel | Pre‑1995 | Legal and governance expertise underpinning Board skills matrix marks |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Voyent Partners, LLC | Principal | Since 2001 | Venture capital; business development experience |
| Luminex Corporation | Director (prior five years) | Not specified | Prior public company directorship; none current |
| Relevance Ventures | Other directorship/membership | Not specified | Listed in proxy biography |
| Concert Health | Other directorship/membership | Not specified | Listed in proxy biography |
Board Governance
- Committee memberships: Compensation Committee (member; not Chair). 2024 Compensation Committee membership: Kevin S. Moore (Chair), Claudia N. Drayton, Thomas W. Erickson, Jim D. Kever; 6 meetings held in 2024. Compensation Committee Interlocks: none.
- Independence: Board affirmatively determined Kever is independent under NYSE standards (no material relationships).
- Attendance: In 2024, each director attended at least 75% of Board and applicable committee meetings; Board held 5 meetings. Independent directors meet in executive session at least quarterly.
- Tenure and age: 29 years on the Board; age 72 (skills matrix background).
Committee Assignment Snapshot
| Year | Compensation | Audit | CCGS (Corporate Governance & Sustainability) | Technology Applications |
|---|---|---|---|---|
| 2024 | Member (Kever) | — | Member (Kever) | — |
| 2025 | Member (Kever) | — | — (CCGS continues; roster updated post-Compliance dissolution) | — |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | $70,000 | $67,935 |
| All Other Compensation ($) | — | — |
| Total ($) | $220,000 | $220,000 |
Director Cash Retainers (effective Oct 1, 2024; Board restructured):
| Retainer Type | Chair ($) | Member ($) |
|---|---|---|
| Board of Directors | $250,000 | $50,000 |
| Audit Committee | $30,000 | $15,000 |
| Compensation Committee | $30,000 | $15,000 |
| CCGS Committee | $30,000 (increased from $10k) | $15,000 (increased from $5k) |
| Technology Applications Committee | $30,000 | $15,000 (increased from $10k) |
Performance Compensation
Director equity awards are immediately vested stock under the Non‑Employee Director Compensation Policy (not performance‑conditioned).
| Grant Date | Shares Awarded | Fair Value Basis | Award Type/Notes |
|---|---|---|---|
| May 16, 2023 | 18,094 | $8.29/share; $150,000 value | Annual equity under 2015 Incentive Plan; immediately vested |
| Aug 30, 2024 | 63,084 | $2.14/share; $135,000 value | One‑time 10% reduction in annual director stock grants approved May 14, 2024 |
| Jun 11, 2025 | 29,069 | Form 4 indicates “A $0” (plan award) | Shares awarded under Non‑Employee Director Compensation Policy (immediately vested) |
Performance metrics tied to director compensation:
| Metric Type | Details |
|---|---|
| Equity award performance metrics | None disclosed; director stock awards are immediately vested upon grant/re‑election under policy |
Stock Ownership & Holding Requirements for Non‑Employee Directors:
- Minimum ownership: 5× annual cash retainer, by the later of 2025 or within 5 years of joining the Board.
- Holding requirements: retain all granted shares until guideline met; may sell up to 50% to cover taxes. RSUs/restricted stock count; options/PSUs excluded. All directors currently comply or are retaining 50% of net shares until compliant.
Other Directorships & Interlocks
| Company | Type | Status | Interlock/Transactions |
|---|---|---|---|
| None (current public directorships) | Public | None | No current public company boards reported |
| Luminex Corporation | Public | Prior five years | Prior director; no current interlocks disclosed |
| Relevance Ventures; Concert Health | Private/Other | Current affiliations | Listed in biography; no related‑party transactions disclosed |
Compensation Committee Interlocks: None involving current executive officers or reciprocal directorships.
Expertise & Qualifications
Skills matrix shows Kever’s notable competencies include Senior Leadership, Public Company Board experience, Government/Legal/Compliance, and Business Development & M&A.
Equity Ownership
| As‑of Date | Beneficially Owned Shares | % of Shares Outstanding |
|---|---|---|
| Mar 18, 2025 (record date) | 485,850 | <1% (asterisked in table) |
| Jun 13, 2025 (post‑Form 4) | 514,919 | Not stated in Form 4; holdings after award |
Additional ownership policy notes:
- Compliance with director ownership guidelines: all directors in compliance or retaining required shares until compliance.
- Pledging/hedging: No pledging disclosed in the director ownership and compensation sections cited; governance policies including Insider Trading Policy are available via proxy references.
Insider trades (recent):
| Date | Type | Shares | Note |
|---|---|---|---|
| Aug 30, 2024 | Grant (annual director equity) | 63,084 | Immediately vested stock under 2015 Plan; holdings after grant 485,850 |
| Jun 11, 2025 | Grant (director equity) | 29,069 | Non‑Employee Director Compensation Policy; holdings after grant 514,919 |
Governance Assessment
- Independence and attendance: Kever is an independent director under NYSE standards and met minimum attendance expectations in 2024; independent directors meet in executive session at least quarterly. Positive for investor confidence.
- Committee effectiveness: Active on Compensation Committee (6 meetings in 2024) with no interlocks; committee oversees CEO and senior executive compensation, equity plans, succession, and human capital. Positive oversight signal.
- Tenure and refreshment: Very long tenure (29 years) may raise refreshment concerns; Board maintains 10‑year term limits and age‑75 retirement policy to balance continuity with fresh perspectives. Mixed signal given tenure.
- Compensation alignment: Director pay mix is standard cash plus immediately vested equity; 2024 equity reduced 10% (cost discipline). Kever’s total remained $220k in both 2023 and 2024, with equity moving from $150k to $135k. Neutral to positive alignment.
- Ownership alignment: Holds 485,850 shares as of Mar 18, 2025 and 514,919 post‑June 2025 grant; directors must meet 5× cash retainer ownership guidelines and retain grants until compliant—Board states directors comply or are retaining required shares. Positive alignment; no director‑level pledging disclosed in these sections.
- Conflicts/related parties: Proxy highlights specific reviews for certain directors; no material relationships noted for Kever; Related Party Transaction Policy requires pre‑approval >$120k. No conflict red flags identified for Kever.
RED FLAGS: None specific to Kever identified in the proxy or Form 4 disclosures; long tenure is a governance consideration to monitor alongside Board refreshment practices.