Barry Schochet
About Barry P. Schochet
Barry P. Schochet (age 74) is an independent director of Enhabit, Inc. (EHAB) since 2023. He chairs the Nominating & Corporate Governance Committee and serves on the Audit & Finance Committee. Schochet is a Healthcare Operating Partner at CIC Partners and previously held senior leadership roles at Tenet Healthcare; he holds a B.A. from the University of Maine and an M.A. from George Washington University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tenet Healthcare (formerly National Medical Enterprises) | Vice Chairman | 1999–2005 | Oversaw acute care hospital operations, managed care contracting, physician practice management; led development of a group purchasing organization to lower costs . |
| Tenet Healthcare | Executive Vice President | 1995–1999 | Senior leadership spanning operations, government relations, and development, including M&A integration of hospital portfolio . |
| Tenet Healthcare | President, Hospital Division | 1991–1995 | Led hospital division development, involved in identification and integration of acquisitions . |
| Tenet Healthcare | EVP, Eastern Division | 1983–1991 | Regional leadership across Eastern operations . |
| Tenet Healthcare | Regional VP, Eastern Region | 1979–1983 | Regional management . |
| BPS Health Ventures | President & CEO | 2005–2017 | Healthcare consulting and investment leadership . |
| Broadlane Inc. (acquired by MedAssets in 2010) | Co-Founder & Director | 2000–2010 | Built GPO and cost-containment services platform . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CIC Partners | Healthcare Operating Partner | Since 2007 | Private equity investing; supports portfolio healthcare strategies . |
| BroadJump LLC | Director | Since 2014 | Healthcare supply chain analytics company . |
| Omnicare Inc. (acquired by CVS in 2015) | Director | 2011–2015 | Pharmacy services for long-term/post-acute facilities . |
| Universal Hospital Services (now Agiliti, Inc.) | Director | 2008–2019 | Medical equipment services; governance oversight . |
| Federation of American Hospitals | Director; Chairman | Director 1985–2005; Chairman 1994–1995; 2000–2001 | National representation and legislative affairs for >1,000 community hospitals . |
Board Governance
- Committee assignments: Chair, Nominating & Corporate Governance; Member, Audit & Finance; independent director since 2023 .
- Independence: Board determined all non-employee director nominees (including Schochet) are independent per NYSE and EHAB guidelines .
- Attendance: All directors attended >90% of Board and >90% of committee meetings in 2024; Board held 20 meetings; Audit & Finance 10; Compensation & Human Capital 6; Care, Compliance & Cybersecurity 5; Nominating & Corporate Governance 7 .
- Structure: Independent non-executive chair; all standing committees fully independent; independent sessions generally held at each Board meeting .
- Succession and refresh: Schochet joined in 2023 via a cooperation agreement with Cruiser Capital and Harbour Point; assumed N&CG chair in 2024 as part of leadership refresh .
Fixed Compensation
| Component | Structure/Amount | Notes |
|---|---|---|
| Annual cash retainer | $75,000 | Paid quarterly; prorated for partial year . |
| Committee chair fees | Board Chair $75,000; Audit & Finance $25,000; Compensation & Human Capital $20,000; Care, Compliance & Cybersecurity $15,000; Nominating & Corporate Governance $20,000 | Prorated on changes . |
| Annual RSU grant | $150,000 grant date target value | Vests upon grant; settled in shares after departure from the Board; similar grant expected for 2025 . |
| Director Deferred Compensation Plan | Elect stock in lieu of cash; optional deferral into DSUs | Adopted Oct 2024; shares calculated by cash amount divided by prior day close . |
| Non-employee director compensation limit | $750,000 per calendar year (cash + equity grant-date fair value) | Limit in 2025 Equity & Incentive Compensation Plan . |
| 2024 Compensation – Barry P. Schochet | Amount |
|---|---|
| Fees earned/paid in cash | $83,598 |
| Stock awards (RSUs, grant-date fair value) | $150,008 |
| DSUs received in lieu of Q4 2024 cash | 3,336 units |
| Total 2024 compensation | $233,606 |
Performance Compensation
| Element | Performance Metric | Applies to Non-Employee Directors | Detail |
|---|---|---|---|
| Annual RSU grant | None (time-based; immediate vest) | Yes | Settles in shares after Board departure; no performance conditions . |
| Options/SARs | Not part of director program | N/A | Director compensation disclosure describes RSUs; no options referenced for directors . |
| Change-in-control treatment | No single-trigger vesting policy | Company-wide equity practice | See compensation best practices and plan features . |
EHAB’s executive compensation uses financial and quality of care metrics; director pay is not performance-based, emphasizing equity ownership and deferred settlement for alignment .
Other Directorships & Interlocks
| Category | Listing |
|---|---|
| Current public company boards | None |
| Prior public company boards | Omnicare Inc. (Director, 2011–2015; acquired by CVS) |
| Private/industry boards | BroadJump LLC (Director, since 2014); Universal Hospital Services/Agiliti (Director, 2008–2019); Federation of American Hospitals (Director; Chairman in 1994–1995 and 2000–2001) |
- Related-party transactions: Company reports no related party transactions with any related party since the beginning of last fiscal year; N&CG reviews any proposed related party transactions; Schochet must abstain if interested .
Expertise & Qualifications
- Industry/Operations: Decades of hospital operations leadership; managed care contracting; physician practice management .
- M&A/Investment: 20+ years in healthcare investing and corporate development; portfolio building and integration .
- Public Policy/Regulatory: Led government relations and legislative affairs; association leadership .
- Governance: Chairs EHAB’s Nominating & Corporate Governance Committee with responsibilities spanning succession, board composition, conflicts oversight, and governance guidelines .
Equity Ownership
| Item | Amount |
|---|---|
| Shares beneficially owned | 45,841 |
| Percent of class | <1% (based on 50,637,417 outstanding) |
| DSUs received Q4 2024 (in lieu of cash) | 3,336 units |
- Ownership guidelines: Non-employee directors must hold equity equal to 5x annual retainer; 5-year grace period; directors either satisfy or are within the grace period at this stage .
- Hedging/pledging: Prohibited for all directors and employees; no margin accounts or pledging EHAB stock permitted .
Governance Assessment
- Strengths: Independent status; chairing N&CG with clear remit over succession, board composition, and conflicts; strong attendance; no related party transactions disclosed; equity-heavy director pay with deferral promotes alignment; anti-hedging/pledging policies and director ownership guidelines bolster investor alignment .
- Signals: Appointment via shareholder cooperation agreement (Cruiser/Harbour) indicates responsiveness to investor input; ongoing stockholder engagement with Board and management (including Chair participation) supports governance transparency .
- RED FLAGS: None disclosed—no reportable related-party transactions; independence affirmed; director compensation within plan limits .
- Watch items: As N&CG Chair, continued monitoring of board refresh, succession planning, and any potential overlaps from private equity activities is appropriate; company’s clawback policies focus on executives (not directors), but overall equity plan governance is robust (no repricing, non-liberal CIC definition) .