Michael Feldschuh
About Michael Feldschuh
Michael Feldschuh is Chairman, President, and CEO of Daxor Corporation, serving as a director since 2013 and as President/CEO since 2017 (appointed permanent CEO in Sept 2016) . He has 25+ years in finance and biotechnology, previously a Managing Director/PM at Morgan Stanley and Millennium Partners, and earlier at D.E. Shaw; he holds a B.A. from Columbia College . Under his leadership, Daxor reported operating division revenue growth of 116.5% year over year in 2024 versus 2023, with the first two months of 2025 up over 100% year over year; management also achieved operating division cash flow breakeven in Q1 2025 (ex stock comp, D&A, capex) . Strategic execution highlights include a $2.5M DoD matching-funds contract, NIH and state grants, and imminent FDA 510(k) resubmission for the next-gen analyzer .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Daxor | Executive Vice President; Acting CEO/President (Dec 2015–Sep 2016); President & CEO (since 2017) | 2014–present | Led commercialization, funding, and 510(k) pathway for next-gen analyzer; permanent CEO appointment Sep 2016 . |
| Aristarc Capital | Founder/CEO | 2009–2013 | Ran hedge fund; crossover finance/biotech experience . |
| Morgan Stanley | Managing Director, Portfolio Manager | 2005–2009 | Managed proprietary/mandated strategies . |
| Millennium Partners | Managing Director | 1997–2005 | Built systematic/quant and discretionary strategies . |
| D.E. Shaw | Proprietary Trader | 1992–1994 | Early quant finance experience alongside Jeff Bezos era . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No current external public-company directorships disclosed in recent proxies. |
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary (CEO) | $100,000 | $100,000 |
| 401(k) Company Match (CEO) | None disclosed | $1,002 |
Notes: Proxies do not disclose a target or actual annual bonus for Mr. Feldschuh; no additional perquisites are itemized beyond 401(k) match .
Performance Compensation
-
Equity awards (vested RSUs/stock grants)
Grant Grant/vest Date Shares Reported Fair Value Stock grant 12/6/2024 (vested) 45,000 $400,050 -
Stock options (outstanding/exercisable under 2020 Plan)
As of Options Exercisable Record date May 19, 2025 20,000 Record date May 17, 2024 35,000 Record date June 6, 2023 41,666 -
Performance metrics and weighting: Recent proxies do not disclose formal annual incentive plans, metric weighting, or PSU structures (e.g., revenue/EBITDA/TSR targets). Equity compensation appears primarily in the form of time-vested stock grants and stock options administered by the full Board (no separate compensation committee) .
Equity Ownership & Alignment
| Date (Record) | Common Shares Held | Options Exercisable (within 60 days) | Total Beneficial Ownership | % of Shares Outstanding |
|---|---|---|---|---|
| 6/6/2023 | 160,206 | 41,666 | 201,872 | 4.3% |
| 5/17/2024 | 162,492 | 35,000 | 197,492 | 4.1% |
| 5/19/2025 | 212,694 | 20,000 | 232,694 | 4.7% |
Additional alignment indicators:
- No pledging disclosed in proxies; no hedging/pledging policy disclosure found in the excerpts reviewed .
- Ownership guidelines not disclosed in the proxies; compliance status not disclosed .
- Insider trading activity suggests positive alignment: multiple open-market purchases in 2023–2025; no sales observed in sourced filings (sample below).
Insider trading (recent sample):
| Trade Date | Filing Date | Type | Shares | Price |
|---|---|---|---|---|
| 2025-04-04 | 2025-04-07 | Purchase | 2,063 | $7.89 |
| 2025-03-10 | 2025-03-11 | Purchase | 3,360 | $7.68 |
| 2025-03-19 | 2025-03-20 | Purchase | 647 | $8.15 |
| 2024-03-10 | 2025-03-20 (amend) | Purchase | 1,492 | $7.72 |
| 2023-12-01 | 2023-12-01 | Purchase | 800 | $7.80 |
Employment Terms
- Role and term: Director since 2013; officer role “indefinite as Officer since 2017.” Chairman and CEO; no employment agreement term, severance, or change-of-control terms disclosed in the proxies reviewed .
- Non-compete/non-solicit, garden leave, post-termination consulting: Not disclosed in the proxies reviewed .
Board Governance
- Board service: Director since 2013; Chairman of the Board; CEO; re-nominated annually .
- Committee roles: Audit Committee is comprised of independent directors (Edward Feuer, Chair; Joy Goudie; Caleb DesRosiers); Feldschuh is not on the Audit Committee .
- Independence status: Feldschuh is an “interested person” (non-independent) due to executive status .
- Leadership structure: Combined Chair/CEO; no Lead Independent Director .
- Controlled company: Estate of Joseph Feldschuh controls >50% voting power; as a Nasdaq “controlled company,” DXR does not maintain a nominating or compensation committee; the full Board handles nominations and compensation .
- Board activity: 4 Board meetings in 2024; all incumbents attended at least 75% of meetings; outside directors paid $1,000 for annual meeting day and $375 per dial-in meeting .
Governance implications:
- Dual-role Chair/CEO without lead independent director and absence of comp/nom committees (permitted under controlled company exemption) can heighten perceived independence/oversight risk and concentrate decision authority in management and the controlling shareholder .
Director Compensation (Context)
| Item | 2023 | 2024 |
|---|---|---|
| Annual Meeting Attendance Fee (outside directors) | $1,000 | $1,000 |
| Dial-in Board Meeting Fee | $375 per meeting | $375 per meeting |
Performance & Track Record
- Operating momentum: Operating division revenue grew 116.5% YoY in 2024 vs 2023; first two months of 2025 >100% YoY; operating division reached cash flow breakeven in Q1’25 (ex stock comp/D&A/capex) .
- Strategic execution: $2.5M DoD matching-funds contract; NIH and Launch Tennessee grants; imminent refile of FDA 510(k) for next-gen analyzer; IP acquisition/insourcing for kits and added radiopharmaceutical product Glofil, with expectations of accretive margins post-transition .
- Financial statements context: Daxor reports under the 1940 Act (closed-end company with operating division); management is pursuing transition back to 1934 Act filing status as operating company given operating division growth .
Selected profitability (company-level):
| Metric (USD) | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Net Income | 5,178,133 | 280,640* | 536,334* |
Values with asterisk retrieved from S&P Global.
Compensation Structure Analysis
- Mix: Low fixed cash base ($100k) with equity-heavy variable comp (notably 45,000-share grant vested 12/6/24), plus historical option grants that have declined in count as of 2025 (20,000 options exercisable) .
- Pay-for-performance signals: Proxies do not disclose explicit annual performance bonus metrics or PSU frameworks (no weighting/targets published). Incentive alignment is instead evidenced by multi-year insider open-market purchases, including in 2023–2025, reducing perceived selling overhang from the 12/6/24 vest .
- Governance checks: Absence of a standalone compensation committee (relying on full Board) is permitted under controlled-company status but reduces formal independence in pay decisions .
Risk Indicators & Red Flags
- Concentrated control: Estate of Joseph Feldschuh owns ~51.5%; combined Chair/CEO role; no lead independent director; no compensation or nominating committees under controlled-company exemption .
- Auditor turnover: Auditor changes in 2023–2024 (Baker Tilly to Citrin Cooperman to Bush & Associates) were disclosed; no reportable disagreements noted .
- Clawback, pledging, change-in-control/severance: Not disclosed in the proxies reviewed; absence of disclosure limits visibility on downside-protection features and potential entrenchment .
Employment & Contracts
- Appointment history: Appointed permanent CEO Sept 21, 2016; director since 2013; officer term “indefinite as Officer since 2017” .
- Severance/change-in-control: Not disclosed; no single/double-trigger terms or CIC multiples found in recent proxies .
- Non-compete/non-solicit/garden leave/consulting: Not disclosed .
Investment Implications
- Alignment: Feldschuh owns ~4.7% of outstanding shares (incl. 20k options within 60 days) and has consistently purchased stock in the open market, signaling confidence and reducing near-term selling pressure from the 12/6/24 vested grant .
- Incentives: Compensation remains lean on cash with significant equity components; lack of disclosed performance hurdles (PSUs/annual metrics) places emphasis on long-term value creation but reduces transparent pay-for-performance calibration .
- Execution: Strong operating growth (116.5% 2024 YoY; >100% early 2025 YoY) and approaching next-gen analyzer 510(k) create catalysts; DoD/NIH support and insourcing of kit production may expand margins and non-dilutive funding .
- Governance risk: Controlled-company structure with combined Chair/CEO and limited committee independence elevates governance risk; investors should weigh oversight structure versus execution momentum and insider alignment .
Citations:
- Proxies and board/compensation/ownership: .
- CEO appointment history: .
- Operating results and pipeline: .
- Executive bio/education and prior roles: .
- Insider trading: and SEC Form 4 filings as linked above.
- Financial table values marked with asterisk retrieved from S&P Global.