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Hila Karah

Director at DarioHealthDarioHealth
Board

About Hila Karah

Independent director at DarioHealth since November 23, 2014, age 56 as of the 2025 record date. Background spans public-market life sciences investing and hedge fund research: Partner & Chief Investment Officer at Eurotrust Ltd. (2006–2013), research analyst at Perceptive Life Sciences (2002–2005), and earlier research analyst at Oracle Partners. Education: B.A. in Molecular and Cell Biology from UC Berkeley; studied in the UC Berkeley–UCSF Joint Medical Program. Core credentials: long-tenured independent director with buy-side investment and biotech/high-tech advisory experience .

Past Roles

OrganizationRoleTenureCommittees/Impact
Eurotrust Ltd.Partner & Chief Investment Officer2006–2013Family office CIO overseeing investments
Perceptive Life SciencesResearch Analyst2002–2005Life sciences hedge fund research
Oracle Partners Ltd.Research AnalystNot disclosedHealthcare-focused hedge fund research

External Roles

OrganizationRoleTenureNotes
Intec PharmaDirectorSince 2009Public company directorship noted in biography
Cyren Ltd.DirectorSince 2008Public company directorship noted in biography

Board Governance

  • Independence: Board determined Ms. Karah is independent under Nasdaq rules and Exchange Act Rule 10A‑3 .
  • Committees: Member, Compensation Committee; committee chaired by Dennis M. McGrath. Not a member of Audit or Nominating & Corporate Governance committees .
  • Board attendance: Board met 8 times in FY 2024; each member attended at least 88% of meetings .
  • Committee activity cadence: Compensation Committee met telephonically once and acted by unanimous written consent 14 times in FY 2024 (demonstrates ongoing engagement through written actions) .
  • Audit Committee benchmark (for overall board rigor): 4 meetings and 8 unanimous consents; 100% attendance by its members (Karah not on Audit Committee) .

Fixed Compensation

Component20232024
Cash Fees (retainer + committee service)$70,000 $17,500 (reflects partial-year cash before waiver)
Cash policy (non-employee directors)$50,000 annual retainer + $20,000 for committee service; quarterly in arrears
Cash waiverNot disclosedCommencing Q2 2024, Ms. Karah (among others) waived cash compensation

Performance Compensation

Equity Award DetailGrant DateSharesGrant Date Fair ValueVesting/Performance Metrics
Restricted shares (non-employee director annual grant)March 6, 202470,000$117,600 (FY 2024 director stock awards total) Performance metrics not disclosed for director equity; plan-administered restricted stock

No options outstanding for Ms. Karah as of Dec 31, 2024 . The Compensation Committee re-evaluates director pay annually and has authority to engage independent compensation consultants .

Other Directorships & Interlocks

CompanyTypeRolePotential Interlock/Conflict
Intec PharmaPublicDirectorNo related-party transactions disclosed at DarioHealth involving Ms. Karah
Cyren Ltd.PublicDirectorNo related-party transactions disclosed at DarioHealth involving Ms. Karah

Expertise & Qualifications

  • Buy-side investment and life sciences research expertise; advisory experience across high-tech, biotech, and internet sectors .
  • Academic grounding in molecular and cell biology (UC Berkeley); exposure to medical program training (Berkeley–UCSF JMP) .
  • Long-tenured independent director (since 2014), contributing continuity and investor perspective to compensation oversight .

Equity Ownership

MetricApr 16, 2024Oct 22, 2024May 29, 2025
Beneficial Ownership (shares)161,999 184,083 210,540
Percent of Outstanding<1% <1% <1% (based on 44,463,781 shares outstanding)
Vested vs. Unvested DetailNot disclosedNot disclosedIncludes 161,397 vested restricted shares
Options (exercisable/unexercisable)None disclosedNone disclosedNone outstanding; director has no option awards as of 12/31/2024

No pledging or hedging disclosures for Ms. Karah; no loans or related-party arrangements disclosed for her .

Governance Assessment

  • Alignment signal: Voluntary waiver of cash compensation from Q2 2024 reduces fixed pay and emphasizes equity, supporting shareholder-aligned posture .
  • Compensation oversight: As a Compensation Committee member, participates in decisions on executive and director pay structures; committee has authority to engage independent consultants, suggesting process rigor .
  • Independence and attendance: Formally independent with strong board attendance benchmarks; committee activity handled through frequent unanimous consents (standard for small-cap boards) .
  • RED FLAGS: None specifically tied to Ms. Karah—no related-party transactions or legal proceedings disclosed for her. Note: Board-level consulting arrangement with NearWater Growth, LLC related to another director (Leisure) is a governance sensitivity but not attributable to Karah; continued monitoring of committee oversight is warranted .