Edward Feuer
About Edward Feuer
Edward Feuer, CPA, is an independent director at Daxor Corporation and Chair of the Audit Committee, designated as the audit committee financial expert under Sarbanes-Oxley. He has served on the Board since 2016 and is age 69 per the latest proxy; his principal occupation for the past five years is Managing Partner at Feuer & Orlando, LLP (accounting firm). The Board has determined he is independent under Nasdaq rules; each incumbent director attended at least 75% of Board meetings in the last reported year, and the Audit Committee met 4 times in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Feuer & Orlando, LLP | Managing Partner | Past five years | Accounting leadership; relevant expertise for audit committee financial expert designation |
External Roles
| Organization/Board | Role | Tenure | Notes |
|---|---|---|---|
| Other public company boards | None | N/A | No other directorships disclosed in past five years |
Board Governance
- Committee assignments: Audit Committee Chair; members: Feuer, Joy Goudie, Caleb DesRosiers; Feuer is designated audit committee financial expert .
- Independence: Board determined Feuer is independent; audit committee members meet additional independence standards .
- Attendance and engagement: Each incumbent director attended ≥75% of Board meetings; 4 Board meetings held (2024 reference), Audit Committee met 4 times (2023 and 2024 references) .
- Leadership/structure: DXR is a “controlled company” under Nasdaq; no standing compensation or nominating committees; no Lead Independent Director—full Board handles nominations and compensation .
| Governance Metric | FY 2023 | FY 2024 | FY 2025 (reporting on 2024 activity) |
|---|---|---|---|
| Independence status | Independent | Independent | Independent |
| Audit Committee role | Chair; financial expert | Chair; financial expert | Chair; financial expert |
| Audit Committee meetings (count) | 4 (reported for 2021) | 4 (2023) | 4 (2024) |
| Board meetings held | 4 (2022 reference) | 4 (2023) | 4 (2024) |
| Board attendance | ≥75% (2022 reference) | ≥75% (2023) | ≥75% (2024) |
| Lead Independent Director | None | None | None |
| Controlled company status | Yes | Yes | Yes |
Shareholder Voting Support (Director Elections)
| Metric | 2023 AGM (Item 5.07) | 2024 AGM (Item 5.07) | 2025 AGM (Item 5.07) |
|---|---|---|---|
| Votes For (Edward Feuer) | 3,500,783 | 3,542,996 | 3,493,138 |
| Votes Withheld (Edward Feuer) | 85,378 | 31,063 | 2,412 |
Fixed Compensation
- Structure: Outside directors were paid meeting-based fees rather than fixed retainers—$1,000 for attending the annual meeting and Board meeting same day; $375 per dial-in Board meeting (April/May, September, December) .
- Edward Feuer aggregate compensation (cash) from Company:
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Director cash compensation (USD) | $2,125 | $2,125 | $1,750 |
Performance Compensation
- No performance-based equity (RSUs/PSUs) or cash bonus metrics are disclosed for non-interested directors; equity awards and stock grants disclosed pertain to officers (not Feuer) .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Other public company directorships (past five years) | None disclosed |
| Shared directorships with competitors/suppliers/customers | None disclosed |
Expertise & Qualifications
- CPA and designated audit committee financial expert; deep accounting and audit oversight experience as Managing Partner at Feuer & Orlando LLP .
- Board service since 2016; age 69; independent director .
Equity Ownership
- Ownership is below 1% of shares outstanding in all reported years; beneficial ownership includes shares and options exercisable within 60 days .
- Directors have option grants exercisable at $7.75–$14.11 per share (range across grants); Feuer’s options outstanding decreased from 8,600 (2024 proxy) to 7,433 (2025 proxy) .
| Metric | FY 2023 | FY 2024 | FY 2025 (record date May 19, 2025) |
|---|---|---|---|
| Beneficial ownership (shares) | 4,734 | 7,267 | 8,433 |
| Common shares included | 0 (options only) | 1,000 | 1,000 |
| Options exercisable within 60 days | 4,734 | 6,267 | 7,433 |
| Ownership % of outstanding | <1% | <1% | <1% |
| Option strike price range (directors aggregate) | $7.75–$14.11 | $7.75–$14.11 | $7.75–$14.11 |
Governance Assessment
- Strengths:
- Independence and financial expertise: Feuer is independent under Nasdaq rules and serves as Audit Committee Chair and audit committee financial expert—positive for oversight quality .
- Engagement: Audit Committee met 4 times in 2024; Board met quarterly; Feuer’s role aligns with rigorous audit oversight .
- Shareholder support: Strong “For” votes with minimal “Withheld” in 2025 (3,493,138 For; 2,412 Withheld), improving from prior years—signal of investor confidence .
- Weaknesses / Red Flags:
- Controlled company governance: Estate of Joseph Feldschuh controls >50% voting power; DXR has no compensation or nominating committees, and no Lead Independent Director—reduces minority shareholder protections relative to full Nasdaq governance .
- Committee composition changes: Audit Committee membership shifted (e.g., James Lombard in 2023, then replaced by Caleb DesRosiers by 2024), underscoring the need to monitor continuity and expertise mix .
- Limited disclosure on director equity award terms: Options outstanding are disclosed with strike ranges, but not detailed vesting or expiration schedules—limits transparency on alignment mechanics .
- Related-party/Conflict checks:
- No related party transactions or loans involving Feuer disclosed; board notes no contracts/arrangements for director selection beyond directors acting solely in such capacity .
- Shares pledged/hedged: No pledging or hedging disclosures for Feuer; not indicated in proxies .
Overall, Feuer’s accounting expertise and audit chair role bolster board effectiveness for financial oversight; however, DXR’s controlled company status and lack of key independent committees are notable governance risks that investors should factor into confidence assessments .