Scott Davis
About Scott Davis
Scott G. Davis, age 55, has served as Chief Executive Officer and Director of Ekso Bionics since December 4, 2022, after roles as President & COO (Jan 2022–Dec 2022) and EVP Strategy & Corporate Development (Apr 2021–Jan 2022); he holds a B.S. in Business Administration from Bloomsburg University . Under his tenure, Ekso reported FY2024 revenue of $17.9M (down 2% YoY) and improved net loss to $11.3M (25% better vs. 2023), with Q4 gross margin rising to 53% (+400 bps YoY) . Pay-versus-performance disclosures show TSR values of $23.02 (2024), $94.34 (2023), and $44.91 (2022) per $100 initial investment, alongside net losses of $11.33M (2024), $15.20M (2023), and $15.08M (2022) . Davis presides over Board meetings in the absence of a Chair since March 2023; a Lead Independent Director (Mary Ann Cloyd) was appointed in June 2024 to strengthen independent oversight .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Globalmatix, Inc. | Chief Executive Officer | Dec 2018–Mar 2021 | Led IoT telematics provider through growth initiatives |
| GetWireless, LLC | SVP of Strategy | Jan 2017–Dec 2018 | Telecommunications equipment strategy leadership |
| SGD Executive Services LLC | President (consulting) | 2015–2020 | C-level consulting: scalability, process improvement, BD, M&A, GTM |
| Sierra Wireless, Inc. (Nasdaq: SWIR) | VP Global Sales, Enterprise Solutions | 2007–2015 | Built global enterprise sales capability in high-tech markets |
External Roles
- No current or prior public-company board directorships disclosed for Davis in the previous five years .
Fixed Compensation
| Metric | 2023 | 2024 | 2025 (as disclosed) |
|---|---|---|---|
| Base Salary ($) | $375,000 | $375,000 | $425,000 (effective Feb 18, 2025) |
| Target Bonus % of Salary | 75% (stated for 2024; 2023 target not separately disclosed) | 75% | 50% |
| Actual Bonus Paid ($) | $262,020 | $94,501 | N/A |
| All Other Compensation ($) | N/A | $3,516 (401k match paid in stock) | N/A |
Performance Compensation
| Element | Metric | Weighting | Target | Actual | Payout ($) | Vesting/Payment |
|---|---|---|---|---|---|---|
| Short-Term Incentive (2024) | Revenue, cash spend, strategic milestones | 1H: 35%; FY: 65% | Company-set goals | 51% achievement (1H); 24% achievement (FY) | $94,501 cash | Paid in cash per plan |
| Long-Term Equity | RSUs (time-based) | N/A | Equal installments over 3 years | Ongoing | See Ownership section | RSUs vest annually on anniversaries of Jan 1, 2023 |
| Plan Design (potential) | Performance Shares/Units | Administrator-defined | Broad set incl. revenue, EBITDA, TSR, regulatory goals | N/A | N/A | CIC treatment detailed below |
Equity Ownership & Alignment
| Item | Value/Detail |
|---|---|
| Total Beneficial Ownership (shares) | 333,990 |
| Ownership as % of Shares Outstanding | <1% (“*” indicates less than 1%) |
| Common Shares Held | 109,524 |
| RSUs Vested & Unissued or Vesting within 60 days (as of Mar 18, 2025) | 224,466 |
| Unvested RSUs Outstanding (as of Dec 31, 2024) | 100,000; vesting commenced Jan 1, 2023 (3-year equal installments) |
| Options | None outstanding (as of Dec 31, 2024) |
| Equity Plan Transferability | Awards generally may not be sold or pledged; limited transfer exceptions |
| Hedging Policy | Hedging/monetization transactions prohibited for directors/officers/employees |
| Clawback Policy | Dodd-Frank/Nasdaq-compliant; 3-year lookback on incentive comp tied to financial reporting measures upon accounting restatement |
| Stock Ownership Guidelines | Not disclosed |
| 10b5-1 Plans | None adopted by directors/executives for option grants or RSU vesting tax withholding |
RSU Vesting Schedule (Davis)
- 100,000 RSUs vest in equal annual installments over three years on anniversaries of January 1, 2023 (i.e., annual tranches beginning Jan 1, 2024 and Jan 1, 2025) .
Employment Terms
| Term | Detail |
|---|---|
| Employment start dates | EVP Strategy & Corp Dev offer letter signed Feb 22, 2021; CEO effective Dec 4, 2022 |
| Contract basis | Offer letter (EVP) with subsequent role changes and Board-approved pay adjustments |
| Base salary/current | $425,000 effective Feb 18, 2025 |
| Annual bonus eligibility | Up to 50% of base salary for FY2025 (was 75% for FY2024) |
| Severance provisions | Not disclosed for Davis in proxy; CFO/COO have 6 months’ salary continuation if terminated without cause |
| Change-in-control (equity) | If awards are not assumed/substituted: full vesting of options/SARs; RSU restrictions lapse; performance awards payable at higher of actual achievement or pro-rata target; administrator discretion on exercise window |
| Non-compete / Non-solicit / Garden leave | Not disclosed |
| Deferred compensation (409A) | Plan allows deferral of cash/share delivery under awards consistent with 409A; specified employee six-month delay rules apply |
Board Governance (Director Service, Committees, Independence)
- Director since Dec 2022; not independent (CEO) .
- Board Leadership: No Chair since March 2023; CEO presides over Board meetings; Lead Independent Director (Mary Ann Cloyd) since June 2024 to ensure independent oversight and executive session leadership .
- Committees: Davis is not listed as a member; Audit (Cloyd—Chair; Lathan; Li), Compensation (Li—Chair; Scher), Nominating & Governance (Lathan—Chair; Cloyd; Scher) .
- Board meetings/attendance: Board met 10 times in 2024; each director attended at least 75%; all current directors attended the 2024 Annual Meeting .
- Director Compensation: Employee directors (including Davis) are not eligible for non-employee director cash retainers/annual RSU grants; non-employee director retainer schedule and ~$100k annual RSUs apply only to independent directors .
Performance & Track Record
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Net Loss ($USD Millions) | $(15.08) | $(15.20) | $(11.33) |
| TSR – Value of $100 Investment | $44.91 | $94.34 | $23.02 |
| Revenue ($USD Millions) | 2023 | 2024 |
|---|---|---|
| Full-year Revenue | $18.3 | $17.9 |
| Quarterly Performance (Q4) | Q4 2023 | Q4 2024 |
|---|---|---|
| Revenue ($USD Millions) | $4.8 | $5.1 |
| Gross Margin (%) | 49% | 53% |
- CEO commentary: Focus on expanding patient access to Ekso Indego Personal (CMS pipeline) and bolstering demand for EksoNR devices; execution emphasis on the two growth pillars .
- Structural/Listing context: Reverse stock split proposal intended to address Nasdaq minimum bid price compliance following Dec 2024 notice; Board recommends FOR .
Compensation Structure Analysis
- Mix and at-risk pay: 2024 CEO pay was largely cash (salary + cash incentive) with no new option grants; RSUs continue to vest on a three-year schedule, reinforcing retention via time-based equity .
- Bonus rigor: 2024 STIP used revenue, cash spend, and milestone goals with partial achievement (51% 1H, 24% full-year), resulting in a reduced payout ($94,501) versus 2023 ($262,020) .
- Governance controls: Clawback policy (adopted Oct 2023) covers incentive comp tied to financial reporting measures; hedging prohibited; awards generally non-transferable/non-pledgeable, supporting alignment .
- Consultant usage: No independent compensation consultant engaged in 2024; company intends to engage one in advance of next say-on-pay .
Risk Indicators & Red Flags
- Dual-role leadership: CEO presides over the Board in absence of a Chair; mitigated by Lead Independent Director, but independence remains a governance consideration .
- Listing compliance pressure: Reverse split consideration reflects market-cap/price fragility; potential dilution and investor sentiment impact .
- No disclosed CEO severance multiple: Lack of visibility on PEO severance/change-of-control cash economics limits assessment of downside protection and retention risk; CFO/COO severance benchmarks are six months’ salary .
- 10b5-1 plans: None adopted, which can increase discretionary trading optics; however, insider trading and hedging restrictions are in place .
Say-on-Pay & Shareholder Feedback
- Company requests annual say-on-pay; Board recommends FOR on 2025 proposal; no historical approval percentages disclosed .
Compensation Peer Group
- Not disclosed; Compensation Committee did not engage an independent consultant in 2024 but plans to do so before the next advisory vote .
Expertise & Qualifications
- Education: B.S. in Business Administration (Bloomsburg University) .
- Domain experience: Two decades in high-growth tech, IoT telematics, telecom strategy, and enterprise sales .
- Board qualifications: Executive leadership, operational and sales background cited by Board as rationale for nomination .
Equity Ownership & Award Detail (Additional Context)
| Equity Plan Stats (as of Dec 31, 2024) | Value |
|---|---|
| CEO options outstanding | None |
| CEO RSUs outstanding | 100,000; market value $61,000 (as of Dec 31, 2024) |
| Plan shares to be issued upon exercise of outstanding awards | 1,901,127; weighted avg exercise price $31.53; shares available 692,386 |
Employment Terms (Additional CIC Mechanics)
- If awards are not assumed in a change-in-control, RSUs vest, and performance awards pay at actual achievement or pro-rata target; options/SARs become fully exercisable for a period set by the Administrator .
Investment Implications
- Alignment: Time-based RSU vesting and <1% ownership create moderate alignment; hedging prohibition and clawback are favorable, but absence of disclosed CEO severance multiples leaves retention economics opaque .
- Performance linkage: 2024 bonus paid reflects partial plan achievement, consistent with pay-for-performance; 2025 lower target bonus (50%) and higher base salary ($425k) tilt mix modestly toward fixed pay amid continuing turnaround efforts .
- Trading signals: RSU vesting cadence (annual tranches from Jan 1, 2023) can create episodic supply; no 10b5-1 plans increases discretionary trading perception risk; nonetheless, insider policies restrict hedging and govern timing .
- Governance: CEO presiding over Board without a Chair raises independence concerns; Lead Independent Director mitigates some risk; ongoing reverse-split/listing actions may weigh on investor confidence short term .