Julie Goldstein
electroCoreAbout Julie A. Goldstein
Julie A. Goldstein, 67, has served as an independent director of electroCore, Inc. since March 2022. She brings 30+ years of leadership in media and entertainment marketing spanning radio, television, music and theater, with expertise in operations, sales development, advertising, and project management. Goldstein holds a B.A. in communications and social welfare from California State University, Chico. The Board has determined she is independent under Nasdaq rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| “First Date” (Broadway) | Producer | 2013–2014 | Production leadership and marketing |
| JIVE Records | VP Marketing & Development | Not disclosed | Led national/international campaigns; awards recognition |
| RCA Records | VP Marketing & Development | Not disclosed | Spending and strategic marketing contributed to RCA turnaround |
| Virgin Records | VP Marketing & Development | Not disclosed | Promotion leadership; award recognition |
| NewsCorp/TV Guide Television Network | VP Marketing & Sales | Not disclosed | Media and sales development |
| Radio (early career) | Marketing | Not disclosed | Radio promotion; Billboard Radio Promotion Director of the Year |
External Roles
- No other public company directorships for Goldstein are disclosed in the proxy biography.
Board Governance
- Committee assignments: Compensation Committee (member), Nominating & Governance Committee (member). Chairs: Compensation—John P. Gandolfo; Nominating & Governance—Thomas J. Errico; Audit—Thomas M. Patton.
- Independence: Board determined all current directors other than the CEO are independent under SEC/Nasdaq rules.
- Attendance: Board met 7 times in 2024; each director attended ≥75% of Board and assigned committee meetings; all incumbents attended the 2024 annual meeting.
- Executive sessions: Non-management directors met in executive session at the end of regularly scheduled Board meetings or during scheduled executive session calls; the independent Chair presided.
- Risk oversight: Board and committees oversee strategic, financial, and compensation-related risk; nominating & governance monitors compliance and governance effectiveness.
- Nominating & Governance Committee composition includes Goldstein and is deemed fully independent and compliant with Nasdaq requirements.
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Board Cash Retainer | $50,000 | Non-employee director retainer (excluding Chair) |
| Compensation Committee Member Retainer | $7,500 | Applies to Goldstein’s membership |
| Nominating & Governance Committee Member Retainer | $5,000 | Applies to Goldstein’s membership |
| 2024 Cash Fees Earned (Goldstein) | $62,500 | Consistent with $50k Board + $7.5k Comp + $5k Nom/Gov |
Performance Compensation
| Element | Grant Date | Units/Terms | Value/Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| Annual Equity Award (continuing non-employee directors) | Sep 3, 2024 | Options (Goldstein received 19,845 options) | $100,050 option award fair value (2024) | 12 equal monthly installments; fully vested on earlier of 1-year anniversary or close of business one day prior to next annual meeting; accelerated on change of control | Exercise price $6.03; option term 10 years; strike set at FMV on grant date under 2018 Plan |
| Director Equity Policy (structure) | Ongoing | Initial equity grant for new non-employee directors valued at $150,000 (3-year monthly vest); Annual equity grant valued at $100,000 for continuing non-employee directors; $140,000 for Board Chair | Policy amounts as stated | Monthly vest schedules; change-of-control acceleration per 2018 Plan | All grants under 2018 Plan; nonstatutory options; 10-year term; FMV strike |
No director performance metrics (e.g., EBITDA, TSR) are disclosed for director compensation; equity awards are time-based with change-of-control acceleration per plan.
Other Directorships & Interlocks
- None disclosed for Goldstein.
Expertise & Qualifications
- Media and entertainment marketing expertise with national/international campaigns; operations, sales development, advertising, project management. Awards: Billboard Radio Promotion Director of the Year; Bertelsmann Key Management Award; Virgin Records Promotion Director of the Year. Education: B.A., California State University, Chico.
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding |
|---|---|---|
| Julie A. Goldstein | 149,057 | 2.0% |
Beneficial ownership includes shares issuable within 60 days from options/RSUs/DSUs/warrants per SEC rules; 7,466,425 shares outstanding as of July 10, 2025.
Related-Party and Securities Transactions
| Date | Transaction | Consideration/Price | Securities | Terms |
|---|---|---|---|---|
| Jun 5, 2024 | Private placement to directors (including Goldstein) | $50,000 investment (Goldstein) | 7,701 common shares; 3,850 warrants | Combined effective offering price $6.4925 per share (minus $0.001 per pre-funded warrant); warrants immediately exercisable at $6.43; 5-year expiry; registration rights included |
Company maintains a written related-party transactions policy; Board/committees oversee compliance.
Director Compensation Summary (FY 2024)
| Name | Fees Earned/Paid in Cash ($) | Stock Awards ($) | Option Awards ($) | Total ($) |
|---|---|---|---|---|
| Julie A. Goldstein | 62,500 | – | 100,050 | 162,550 |
Governance Assessment
- Board effectiveness: Goldstein serves on two key governance bodies (Compensation; Nominating & Governance), supporting oversight of pay and governance policies; both committees meet regularly and are independent. Meeting frequency/attendance indicates active engagement.
- Alignment and incentives: Cash fees reflect standard board and committee retainers; equity compensation is time-based options with 10-year term and FMV strike, providing alignment without disclosed performance metrics—typical for small-cap director pay.
- Ownership and skin-in-the-game: 149,057 shares beneficially owned (2.0%) suggests material ownership relative to ECOR’s float, reinforcing alignment. However, lack of disclosed director ownership guidelines prevents benchmarking compliance.
- Conflicts/related-party exposure: Participation in a 2024 private placement (shares and warrants) is disclosed with registration rights; while not uncommon for capital-raising microcaps, it is a related-party transaction and warrants monitoring for terms and future exercises.
- Independence and oversight: Board independence affirmed; executive sessions led by independent Chair strengthen governance. Goldstein is considered independent and contributed to N&G oversight of governance and compliance.
RED FLAGS to monitor:
- Related-party capital raises (director participation) can create perceived conflicts if terms are favorable or if subsequent Board actions relate to those securities. Scrutinize pricing, dilution, and warrant exercises.
- Absence of disclosed director stock ownership guidelines limits evaluation of long-term alignment relative to best practices.
- Director awards are time-based; no disclosed performance conditions for directors—common, but investors focused on pay-for-performance may prefer more rigorous structures for committee chairs (not applicable to Goldstein).