Chaim Hurvitz
About Chaim Hurvitz
Independent healthcare investor and long-time industry executive; currently Chairman of the Board of Directors at Dror Ortho-Design, Inc. (DROR) and principal owner of Shirat Hachaim Ltd. He received a B.A. in political science and economics from Tel Aviv University (1985) and previously held senior leadership roles at Teva Pharmaceutical Industries. Age 63 as of the 2023 proxy record; director and Chairman since January 17, 2012 . DROR’s OTC Pink listing has no director independence standard; the company has not adopted its own independence definition .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Teva Pharmaceutical Industries | President, Teva International Group | 2002–2010 | Senior global leadership |
| Teva Pharmaceutical Industries | Vice-President, Israeli Pharmaceutical Sales | 1999–2002 | Country commercial leadership |
| Teva Pharmaceutical Industries Europe | President and CEO | 1992–1999 | Regional CEO |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Univo Pharmaceuticals Ltd. | Chairman | Present | Current role |
| Shirat Hachaim Ltd. | Chairman; Sole Owner | Present | Vehicle holding DROR warrants and preferred |
| Celexir | Director | Present | Current role |
| Genoscience Pharma S.A.S. | Director | Present | Current role |
| CTG Weld Limited | Chairman | Prior | Former role |
| PolyPid Ltd. (NASDAQ: PYPD) | Chairman | Prior | Former role |
| Galmed Pharmaceuticals (NASDAQ: GLMD) | Chairman | Prior | Former role |
| UroGen Pharma (NASDAQ: URGN) | Director | Prior | Former role |
| Teva Pharmaceutical Industries (NYSE: TEVA) | Director | Prior | Former role |
Board Governance
- Board committees: None (no standing audit, compensation, or nominating committees; functions undertaken by the Board) .
- Independence status: No exchange independence requirements; company has not adopted its own standard .
- Board meetings: 5 meetings in FY2022; each director attended at least 75% .
- Leadership: Chairman of the Board (signed DROR 2025 special meeting proxy as Chairman) .
- Policies: No anti-hedging or anti-pledging policy; such transactions are permitted (governance alignment risk) .
- Forward plans: Company expects to appoint audit, nominating, and compensation committees in the future to meet national exchange governance requirements if uplisted .
Fixed Compensation
| Component | FY2022 Amount | Notes |
|---|---|---|
| Annual retainer (cash) | $0 | No fees paid to Hurvitz in FY2022 |
| Committee membership fees | Not applicable | No committees |
| Committee chair fees | Not applicable | No committees |
| Meeting fees | $0 | No fees paid to Hurvitz |
Performance Compensation
| Award Type | Grant Date | Shares/Units | Terms |
|---|---|---|---|
| Stock Options (exercisable within 60 days of 5/19/2025) | Not disclosed | 21,122,239 | Options held by Hurvitz; exercise price/expiration not disclosed |
| Warrants (Shirat Hachaim Ltd.) | Existing | 42,417,309 (subject to 4.99% cap) | Beneficial ownership limitation on exercise |
| Series A Preferred (Shirat Hachaim Ltd.) | Existing | 11,415,079 (subject to 4.99% cap) | Votes on an as-converted basis; limitation applies |
| RSUs/PSUs | Not disclosed | — | No director RSUs/PSUs disclosed for Hurvitz |
- Clawback: Company’s 2023 Long-Term Incentive Plan includes recoupment for restatements per the Board’s clawback policy .
Other Directorships & Interlocks
| Company | Exchange | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Univo Pharmaceuticals Ltd. | — | Chairman | None disclosed with DROR |
| PolyPid Ltd. (PYPD) | NASDAQ | Former Chairman | Prior role; no disclosed DROR transactions |
| Galmed (GLMD) | NASDAQ | Former Chairman | Prior role |
| UroGen (URGN) | NASDAQ | Former Director | Prior role |
| Teva (TEVA) | NYSE | Former Director; prior senior exec | Prior role |
Expertise & Qualifications
- Education: B.A., Political Science & Economics, Tel Aviv University (1985) .
- Domain expertise: 20+ years senior management in pharmaceuticals; built and led international operations; venture investing via CH Health with successful exits (e.g., NASDAQ IPOs of GLMD and URGN) .
- Board qualifications: Deep healthcare operating experience; prior large-cap board exposure .
Equity Ownership
As of the May 19, 2025 record date.
| Metric | Amount | %/Notes |
|---|---|---|
| Common shares beneficially owned | 68,922,239 | 7.05% of common |
| Series A Preferred beneficially owned | 114,150.79 | 1.95% of preferred |
| Total voting power | — | 7.65% (common + as-converted preferred, subject to caps) |
| Breakdown – Common | 47,800,000 | Direct common shares |
| Breakdown – Options | 21,122,239 | Exercisable as of 5/19/2025 or within 60 days |
| Breakdown – Warrants (Shirat Hachaim) | 42,417,309 | Subject to 4.99% ownership cap |
| Breakdown – Series A (Shirat Hachaim) | 11,415,079 | Subject to 4.99% ownership cap |
| Control of Shirat Hachaim holdings | Sole owner; sole voting/dispositive power | Related-entity exposure |
Governance Assessment
- Board structure and oversight: Absence of audit, compensation, and nominating committees is a governance weakness; board undertakes all committee functions, which may impair oversight, especially given complex capital structure and related-party exposure (Shirat Hachaim) .
- Independence: No independence standard adopted and no exchange requirements on OTC Pink; independence status of the Chairman not defined (risk of insufficient independent oversight) .
- Attendance & engagement: At least 75% attendance in FY2022; reasonable baseline but limited disclosure beyond attendance counts .
- Pay and alignment: No cash director fees disclosed for 2022; alignment largely via significant equity/options/warrants; however, company permits hedging/pledging—misaligned with best practices for alignment and risk management .
- Ownership and related-party: Material beneficial ownership (7.65% voting power) and control over Shirat Hachaim holdings present potential conflicts, particularly given lack of committees to review related-party transactions; specific related-party transactions are not disclosed beyond ownership footnotes .
- Policy signals: 2023 LTIP includes clawback for restatements (positive), but absence of anti-hedging/pledging policy and committee infrastructure remains a red flag .
- Strategic actions: Chairman signed and advocated for reverse stock split and adjournment proposals in 2025 to facilitate potential uplisting (NYSE American); demonstrates engagement in capital structure strategy, but execution risk remains .
RED FLAGS: No board committees; no independence framework; anti-hedging/pledging policy absent; concentrated insider/related-entity ownership without robust committee oversight .
Notes
- Legal proceedings: Company disclosed that in the last ten years, no Board members or executive officers were involved in certain legal proceedings per Item 103/401(f) (baseline risk disclosure) .
- Future governance intent: Company plans to appoint committees and adopt charters aligned to national exchange standards if it uplists .